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Corporate & White Collar Crime

High Stake Corporate Litigations

High stake corporate litigations amongst large corporation shareholders, launching proceedings with the National Company Law Tribunals for oppression and mismanagement by majority shareholders, corporate frauds and other company related disputes between large business houses. Our expertise is in handling high stake corporate litigation in all foras.

Mergers And Acquisitions

A merger is the collaboration of two or more companies to form a new company in an expanded form which means one company will cease to exist, and the other company will absorb the former. Acquisition, on the other hand, is a process of selling one company to another. Complete execution of mergers and acquisition process includes technique which is structured with the aim to maximize the profit and minimize the level of risk. It includes types of mergers such as Horizontal, Vertical, Forward Mergers and Reverse Mergers, amalgamations, restructurings, demergers, delistings, joint ventures, public M&A and asset transfers.

Private Equity

Private equity is an alternative form of private financing, away from public markets, in which funds and investors directly invest in companies or engage in buyouts of such companies resulting in the delisting of public equity. It takes various forms from complex leveraged buyouts to venture capital. Such investments come primarily from institutional investors and accredited investors, who dedicate substantial sums of money for extended time periods and in such cases long holding periods are often required for private equity investments in order to ensure a turnaround for distressed companies or to enable liquidity events such as an initial public offering (IPO) or a sale to a public company.

Shareholder Agreements

A shareholders' agreement, also called a stockholders' agreement, is an arrangement among shareholders that describes how a company should be operated and outlines shareholders' rights and obligations. It is intended to make sure that shareholders are treated fairly and preserves shareholder’s proportionate interest in relation to holdings of other shareholders and outstanding shares. The agreement includes information on the management of the company and privileges and protection of shareholders. We draft and structure shareholder agreements and share sale agreements.

Capital Markets

Capital markets are a crucial part of a functioning modern economy because the money is moved from the people who have it to those who need it for productive use. Capital markets are where savings and investments are channeled between suppliers-people or institutions with capital to lend or invest and those in need. Suppliers typically include banks and investors while those who seek capital are businesses, governments, and individuals. The most common capital markets are the stock market and the bond market. It is composed of primary and secondary markets. Primary capital markets are where new securities are issued and sold. The secondary market is where previously issued securities are traded between investors.

We advise clients on equity market deals including Indian offerings or foreign listings of shares of India-based companies, such as IPOs and follow-on public offers (“FPOs”), issuance and listing of American Depositary Receipts (“ADRs”), preferential allotments including qualified institutions placements (“QIPs”) and institutional placement programmes (“IPPs”), infrastructure investment trusts (InvITs), Real Estate Investment Trusts (REITs), rights issues, offers for sale (“OFS”) through stock exchanges, block deals, bonus issues, buybacks.

Joint Venture Deals

A joint venture (JV) is a business arrangement in which two or more parties agree to pool their resources for the purpose of accomplishing a specific task. This task can be a new project or any other business activity.

In a Joint Venture, each of the participants is responsible for profits, losses, and costs associated with it. The common use of it is to partner up with a local business to enter a foreign market. With the help of such deals each company is able to maintain its own identity and can easily return to normal business operations once the joint venture is complete. Joint ventures also provide the benefit of shared risk. It is of two types one is Contractual joint ventures which exists solely through a written contract and a separate legal entity which is formed through a corporation or Limited Liability Partnerships (LLP).

Patent Litigations

In simple terms, patent litigation is the legal process that unfolds when someone who owns the patent for a particular invention enforces their right by suing another for manufacturing or selling the invention without permission. Patent litigation is important for protecting one’s patents from infringement or violation. Even if one owns a patent, he is not necessarily protected from infringement and with patent litigation, the owner of the patent can take another party to court if patent is used without licensing or approval.

We prosecute and defend patent litigations.

Defending & Prosecuting White Collar Crimes

White collar crime” refers to nonviolent theft crimes which are committed by one individual for financial gain that involves a form of financial theft or fraud. These crimes are often motivated by gaining money, gaining property, or obtaining services. As such, there is a wide variety of crimes that may constitute white collar crime. Criminal fraud (scheme intended to cheat), Racketeering (operation of an illegal business) or racket, Embezzlement (when a person, entrusted to handle the finances of a business, illegally takes money or property for their own personal use), Securities fraud (in connection with the sale of a security).

Corporate Frauds

Corporate fraud refers to illegal activities undertaken by an individual or company that are done in a dishonest or unethical manner. Often, this kind of business fraud is designed to give an advantage to the perpetrating individual or company. It includes falsified accounting and misrepresenting services or products. It is frequently performed by taking advantage of confidential information or access to sensitive assets and then leveraging those assets for gain. The fraud is often hidden behind legitimate business practices or exchanges to disguise the illicit activity. Multiple stakeholders involved in corporate fraud also allows for elaborate fraud schemes to be protected by a group of complicit actors. Prosecuting and Defending proceedings before the Serious Fraud Investigation Office (SFIO).

Corporate Takeovers

A takeover is a term used in business when a given company is purchased by another (the acquirer). In other words, takeover happens when one company through bidding, assumes control of another company. The process of takeover happens when the company assuming control purchases the majority of the target company's shares and once it is successful then the acquiring company assumes all of the target company's responsibilities such as the company's holdings, debts as well as its operation. Takeover takes place in different categories like friendly and hostile.

We strategize all types of Hostile Corporate takeovers including defending Hostile Corporate takeovers. In India it is governed by (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as amended from time to time.

Distressed Asset Acquisitions

A “distressed asset” refers to an investment in real property that is priced below market value—typically due to solvency or cash flow issues on the part of the asset's current operator, manager, or owner. Our expertise is in handling distressed asset acquisitions.

Debt Markets

Debt Markets, we bring the necessary expertise to meet the diverse funding requirements of the largest institutions and sophisticated companies. We advise the whole stream of debt capital markets.

Financial Regulatory

Our expertise is in handling cross-border transactions, handling changes in regulatory and compliance framework in both domestic and international markets.

Cross Border Transactions

One of the most critical decisions that the parties to a cross-border transaction will make is the choice of governing law applicable to the deal. It includes cross border financing (includes loans, letters of credit or bankers acceptances, Bank guarantees, depositary receipts etc.), buying or selling of products and shared services. It is done is different ways such as Bank transfers, credit card payments and alternative payment methods such as e-money wallets and mobile payments are currently the most prevalent ways of transferring funds across borders.

Defending Income Tax Prosecutions

Our expertise is in defending Income Tax Prosecutions of companies.

Prevention Of Money Laundering Cases

The traditional forms of laundering money means smurfing, using mules, and opening shell corporations. Other methods include buying and selling commodities, investing in various assets like real estate, gambling, and counterfeiting. India has “The Prevention of Money Laundering Act,2002” (PMLA). Money laundering is the process of transforming criminal funds into legal properties. Major money laundering schedule offences include: Tax evasion, theft, fraud, bribery and terrorist financing. Prevention of Money Laundering Act defines money laundering as whosever is directly/indirectly indulged in activities connected with proceeds of crime & projecting untainted property is guilty of offence. We prosecute & defend PMLA, 2002 cases.

White Collar Criminal Investigations In India & Globally

White collar crime is defined as a crime perpetrated by educated people from a higher social class throughout the course of their employment. It’s also known as “educated and professional elites’ crime.” People that commit this crime usually have a superior understanding of technology, their particular field, disciplines, and so on. It includes bribery, cybercrime, bank frauds, tax evasion etc. Private, internal investigations are frequently engaged as a proactive measure to avoid the damage caused by sensitive information going public (pursuant to a government investigation or white collar criminal litigation). These investigations aid in keeping a check on the affairs of the company and ward off unwarranted and embarrassing raids, and further actions by authorities. The laws and procedures governing privilege and related aspects in such internal investigations vary across jurisdictions.

We handle all investigations directed by National Company Law Tribunal, Serious Fraud Investigation Office directing forensic audits and all other investigations in corporate fraud in collaboration with known financial accounting firms.

Banking Crimes

With expeditious growth of economy in India, Banking crimes are also increasing rapidly. Frauds includes cheque fraud, corporate, insurance, market manipulation, thefts, scam or confidence tricks, tax evasion, money laundering, forgery etc. Monetary loss and damage to the reputation & goodwill of the bank are most direct impact of frauds. It also subverts the profits and overall efficiency of banking services.

We expertise in prosecuting as well as defending banking frauds.

Insolvency & Bankruptcy

Insolvency refers to disturbance in the financial well-being of an individual or a business organization when an individual or entity cannot meet the underlying financial debt obligations. Corporate insolvency includes voluntary administration, Winding up or liquidation of company by selling all the remaining assets of an entity and distributing the net proceeds amongst the creditors, equity holders.

We advise clients at the pre insolvency stage or during the corporate insolvency resolution process to acquisition of the stressed assets via an insolvency process. We handle insolvency matters including acquisitions, deal structuring, drafting the resolution plan, conducting legal due diligence, conducting meetings with resolution professionals to address concerns and clarify queries. We also represent before the National Company Law Tribunal on behalf of the purchaser.

Infrastructure & Project Finance

Project finance is the funding (financing) of long-term infrastructure, industrial projects, and public services using a non-recourse or limited recourse financial structure. The debt and equity used to finance the project are paid back from the cash flow generated by the project. Project finance is especially attractive to the private sector because companies can fund major projects off Balance-Sheet (OBS).This often utilizes a non-recourse or limited recourse financial structure. A debtor with a non-recourse loan cannot be pursued for any additional payment beyond the seizure of the asset. Project debt is typically held in a sufficient minority subsidiary not consolidated on the balance sheet of the respective shareholders (i.e., it is an off-balance sheet item).

Our experience includes drafting, structuring, and negotiating various concession agreements, power purchase agreements, LNG ( liquefied natural gas ) sale purchase agreements, gas sale agreements, farm-in/farm-out agreements, gas transportation agreements, EPC (a type of turnkey contract) contracts, financing agreements, security agreements, business purchase agreements, share purchase agreements, shareholders agreements, consortium agreements, and other related legal advisory work in the areas of projects, project finance, oil & gas, and corporate commercial advisory.