Legal Foundations for Growth: M&A, Joint Ventures and Insolvency Counsel for Indian Businesses

Every growing business eventually needs the same thing from its lawyers: counsel that understands not just how to close a deal, but what happens if that deal, or the business itself, later runs into trouble. Too often, companies engage separate advisors for transactions and for disputes, only to discover that the two perspectives were never really talking to each other — a contract negotiated without litigation experience in the room, or a dispute handled by counsel who never understood the commercial intent behind the original deal. Our corporate and commercial practice was built specifically to close that gap.

Mergers & Acquisitions: Structuring Deals That Hold Up Later

An M&A transaction is only as strong as the diligence and drafting behind it. From term sheet to closing, this means identifying regulatory, financial, and contractual risk early enough to price it into the deal or structure around it — not discovering it after signing. Our M&A practice covers deal structuring, due diligence, and negotiation support across the transaction lifecycle, with a specific focus on provisions that matter disproportionately if a dispute arises later: indemnities, representations and warranties, and dispute resolution clauses that are often treated as boilerplate but rarely are.

This practice grew directly out of the firm’s cross-border work, which has included structuring a Singapore-based entity’s entry into India involving an investment of roughly Rs. 1,000 crore — a mandate that spanned FDI routing, regulatory approvals, and, ultimately, the formation of a university through a state legislative act. Few transactional practices are called on to work across that range of regulatory terrain within a single mandate, and it shapes how we approach every deal that follows, regardless of size.

Joint Ventures: Aligning Partners Before Problems Arise

Joint ventures fail more often over misaligned expectations than over bad faith, which is why the drafting of a JV agreement matters as much as the commercial logic behind the partnership. We structure and document both domestic and cross-border joint ventures, with particular attention to governance rights, deadlock resolution, exit mechanisms, and IP ownership — the provisions that determine what actually happens when partners disagree, rather than the aspirational language that governs when they don’t.

Insolvency & Bankruptcy Code (IBC): Representation Where It Counts Most

Insolvency proceedings under the IBC move on strict timelines and involve a wide range of stakeholders — financial and operational creditors, resolution applicants, committees of creditors, and, increasingly, homebuyer associations in real estate insolvencies. We represent clients before the National Company Law Tribunal (NCLT) and, on appeal, the National Company Law Appellate Tribunal (NCLAT), across each of these roles.

For creditors, this typically means pursuing the fastest and most complete recovery available under the Code. For resolution applicants, it means structuring a viable resolution plan that will withstand scrutiny from the Committee of Creditors and the Tribunal. For homebuyers, whose interests were historically underrepresented in insolvency proceedings before being formally recognised as financial creditors, it means ensuring their claims are properly filed, valued, and represented throughout the process.

“The best time to think about how a deal ends is before it begins — not after it has gone wrong“

Start-Up & Business Advisory: Counsel From the First Decision Onward

Founders rarely need a single piece of legal advice; they need a lawyer who understands how today’s entity structure, contract, or funding decision will affect tomorrow’s options. Our start-up and business advisory practice covers entity structuring, commercial contracts, funding-round documentation, and early-stage governance — the foundational decisions that are inexpensive to get right early and expensive to unwind later.

• Entity structuring and choice of business form for Indian and cross-border founders.
• Commercial contracts — vendor, customer, employment, and licensing agreements.
• Funding round documentation, including term sheets and shareholder agreements.
• Early governance frameworks that scale as the company grows.

Corporate Governance: Building Frameworks That Scale

As companies grow, informal decision-making that worked at an early stage becomes a liability — for the board, for investors, and often for the founders personally. We advise boards on governance frameworks, compliance structures, and governance audits designed to catch gaps before a regulator, investor, or auditor does. This work sits close to our dispute practice by design: governance advice from a firm that also handles litigation and insolvency tends to anticipate the situations that actually create liability, rather than following a generic compliance template.

Why This Combination of Skills Matters

The value of a corporate and commercial practice is tested not at signing, but later — when a deal is challenged, a joint venture partner walks away, or a company faces insolvency. A firm that has handled the transaction from the start, and understands the litigation and regulatory landscape a dispute would move into, is positioned very differently from one encountering the deal for the first time in a dispute. That combination — transactional structuring paired with genuine litigation and insolvency depth — is the foundation of how we advise clients across the deal lifecycle, not just at its outset.

The Takeaway

Whether you are structuring an acquisition, entering a joint venture, raising a funding round, or navigating an insolvency process as a creditor or resolution applicant, the quality of the legal counsel behind the decision shapes outcomes long after the transaction closes. Businesses that treat legal counsel as a partner across the full lifecycle of a deal — not just at signing — are consistently better positioned when circumstances change.

Structuring a transaction, joint venture, or navigating an insolvency matter?

Speak with ANZ Lawz’s Corporate & Commercial Law practice to discuss your company’s specific requirements.