Legale Services Area
Optimizing Business Legal Solutions
Corporate & Commercial Law

Corporate Advisory

The present liberalized economic scenario has created great opportunities for investment and business in India for overseas companies and entrepreneurs. For establishment and running of business, a company needs to deal with the laws of the land. We at VLS aim to provide expert services in Corporate Laws such as:

Formation of Companies - Private, Public, Section 25, Producer, Wholly Owned Subsidiaries of Foreign Companies.
Approvals from Foreign Direct Investment Promotion Board (FIPB), Reserve Bank of India (RBI), Foreign Contribution Regulations (FCR), External Commercial Borrowings (ECB).
Obtaining registration under various Government Authorities such as Permanent Account Number (PAN), TAN, IEC, DBAT, Service Tax, Central Excise Duty etc.
Statutory filing under Income Tax, Company Law, Service Tax, DBAT, Central Excise, Industrial and Labor Laws etc.
Advisory services under the Companies Act, 1956, SEBI, Banking, Insurance, SICA & other related matters.
Corporate due-diligence, Compliances & Secretarial Audit.
Advisory on Tax heavens, Direct- Indirect Taxes, Labor and statutory compliances.

Capital Market & Debt Re - structuring

By giving holistic approach to tax, banking and other expert practice areas, we aim to provide to our members with a complete legal and business solution on capital market issues including:

Advisory services for public issues, ADR / GDR / FCCB, AIM listing and other high yielding offerings.
Conducting due diligence exercise in context to the disclosure to be made in the Red Herring Prospectus / Information Memorandum.
Establishment of venture capital fund.
Listing under various stock exchanges.
Compliances under SEBI regulations.
Drafting, reviewing and vetting of documents and agreements vis - e - vis escrow agreement, syndicate agreement, closing certificates: etc.

Contract Negotiations, Drafting & Vetting

All type of corporate / commercial agreement, deed, document, pleading etc. for any corporate, commercial or civil matters.

Drafting and vetting of various commercial agreements, deeds and documents starting from simple lease deed, partnership deed, sale deed, family settlement deed, will, employment agreement, business understanding / MOU, agency agreement to a technical / complex JV agreements, takeover agreement, foreign collaboration agreement, international arbitration agreement, IPR & IT related agreements, non-disclosure / data protection agreement, stock exchange listing agreement, franchise agreement, aircraft purchase / security agreement, sale-purchase agreement, trust deed for venture capital fund or concept note and viability study for project establishment etc.

Foreign Collaborations & Investments

Advise on Foreign Direct Investment in India in various sectors including Power, Insurance, Education, Medical Healthcare, Real Estate & Township Building etc.
Drafting of legal strategy and obtaining legal clearances from investment approval authorities of India, i.e. Foreign Investment Promotion Board, Secretariat of Industrial Assistance, Reserve Bank of India etc.
Formation, structuring and organization of companies through foreign equity and technical participation.
Drafting and vetting of Foreign Collaboration, Joint Ventures & Technology Transfer Agreements etc.
Planning and facilitating business-entry into India by suggesting the best possible strategy.
Advisory services on tax implications under relevant Double Taxation Avoidance Agreements (DTAA).
Establishment of branch, project and liaison offices for entrepreneurs in India and abroad.
Setting up of offshore companies, wholly owned subsidiary and investment abroad.
Formulating an optimal structure considering arms length and other methods of transfer pricing.
International Franchising and Cross Border Leasing.
Corporate opinion on various International Laws.

Local & Transnational M&A, De-merger, Acquisition and Takeovers

Although M&A is a mode of corporate restructuring and thus forms part of corporate litigation only, but it involves technical issues relating to Company Law, Capital issues and Taxation etc. Considering these technicalities, VLS has created a separate team of professionals comprising advocates, taxation Consultants to handle local and transnational M&A matters including:

Complete guidance, drafting, documentation and litigation in relation to amalgamation, merger, de-merger, acquisition and takeover.
Complete due diligence of overall financial and legal structure of companies involved.
Preparation of strategy to effectuate the proposed amalgamation, merger, de-merger, acquisition and takeover (as the case may be) in an efficient, time saving and cost effective manner.
Follow up with the office of Registrar of Companies and Regional Director of the relevant jurisdictions for their approval and compliances, for the purpose of proposed arrangement.
Preparation of the documents relating to arrangement such as-
Scheme of amalgamation / de-merger.
Supportive documents such as No-objection certificate from members secured/unsecured creditors, Board resolutions, affidavits, applications etc.
Appearing before the Jurisdictional Hon’ble High Court, Registrar of Companies, Regional Director or any other authority.

Venture Capital / Private Equity Funds

We provide legal assistance to set up the venture capital fund in India by domestic and international investors, which includes drafting of Trust Deed, formation of Fund Trust & Trustee Company, registration with the SEBI under the Securities Exchange Board of India (Venture Capital Fund) Regulations, 1996, valuation of stocks, assets and goodwill under different valuation rules based on national and international accounting practices and related services.

Employment Laws

We provide legal assistance to set up the venture capital fund in India by domestic and international investors, which includes drafting of Trust Deed, formation of Fund Trust & Trustee Company, registration with the SEBI under the Securities Exchange Board of India (Venture Capital Fund) Regulations, 1996, valuation of stocks, assets and goodwill under different valuation rules based on national and international accounting practices and related services.

Advisory services on labour matters including drafting of labour and work policy / strategy for effective compliance of applicable labour laws relating to workmen safety, insurance, provident fund, compensation etc.
Drafting of employment contracts, confidentiality and other procedural agreements.
Advice on implications of labour laws in case of merger, acquisition & take over, closure, lock-out and retrenchment etc.
Handling labour litigations at all forums including matters related to retrenchment, provident fund, ESI, family pension etc.
Advice on labour dismissal and employment benefits. Auditing of labour records while advising client on employment / service agreement and revising the rules & regulations governing the employment of regular / contract labour.

Real Estate

Our expert team provides advisory services for:

Title verification, documentation and litigation services on real estate and property matters, whether relating to industrial, commercial or residential property including structuring of / advisory services on property purchase in India by NRI / PIO / Foreign National / Company.
Property Due Diligence. Investigations and legal scrutiny regarding title / ownership verification and fair market valuation.
Registration of property and related conveyance / sale deed and name mutation therein with the appropriate authority keeping land records such as Tehsildar, Sub-Registrar, Estate Officer, land development Authority, Property / House Tax Department of district municipal corporation etc..
Drafting &Vetting of agreement to sell, sale deed, lease deed, land mortgage agreement etc..
Matters under Rent Control Act and litigation in relation to eviction matters, landlord-tenant dispute, partition matters / ancestral property dispute. Advising of tax planning vis-à-vis investment in property.
We also provide end-to-end services for construction and development of township, infrastructure and real estate projects including foreign investment, land acquisition, labour law compliances, income tax, sales tax / (state specific) VAT, service tax and other tax implications etc.