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Corporate Advisory & Cross-Border Transactions
Inbound FDI, M&A, joint ventures, and corporate structuring for foreign investors in India
India's foreign direct investment (FDI) regime has undergone significant liberalisation over the past decade, with sectoral caps raised and approval routes streamlined under the FDI Policy published by DPIIT. However, navigating the intersection of the Companies Act 2013, FEMA 1999, SEBI regulations, and sector-specific laws still demands specialist local counsel. RevLaw advises overseas law firms and their clients on the full lifecycle of Indian corporate transactions — from initial entry structuring and company incorporation through to inbound M&A, joint venture negotiations, and exit strategies.
What We Do
Company Incorporation & Entry Structuring
Advising on the optimal Indian entity type (wholly-owned subsidiary, LLP, branch office, liaison office, project office) for the client's operational and tax objectives. Handling MCA filings, ROC registration, and post-incorporation compliance.
Inbound FDI & DPIIT Approval
Advising on sectoral FDI caps under the Consolidated FDI Policy, structuring automatic-route and government-route investments, and filing applications for FIPB/Government approval where required.
Cross-Border M&A & Due Diligence
Legal due diligence on Indian target companies (corporate, regulatory, litigation, employment), advising on deal structure (share acquisition vs. asset purchase), drafting and negotiating Share Purchase Agreements and definitive transaction documents.
Joint Ventures & Shareholders' Agreements
Drafting and negotiating Joint Venture Agreements, Shareholders' Agreements, and Subscription Agreements that address FDI compliance, governance, deadlock mechanisms, and exit provisions specific to the Indian regulatory environment.
Private Equity & Venture Capital
Advising foreign PE/VC funds on Indian portfolio investments: term sheets, investment agreements, CCPS/OCPS structuring, anti-dilution provisions, founder lock-in, and board representation under the Companies Act 2013.
Corporate Governance & Compliance
Ongoing advisory on Companies Act 2013 compliance: board composition, RPT approvals, annual filings, secretarial audit, and SEBI Listing Obligations for listed entities.
Key Legal Frameworks
Companies Act 2013
Governs incorporation, governance, mergers, related-party transactions, and winding-up of Indian companies.
FDI Policy (DPIIT)
Sets sectoral caps, approval routes, and conditions for foreign direct investment into Indian entities.
FEMA 1999 & FEMA (NDI) Rules 2019
Foreign exchange compliance for equity issuance to non-residents, pricing guidelines, and reporting obligations.
Competition Act 2002
Merger control regime: CCI approval thresholds and filing requirements for transactions meeting prescribed value/revenue tests.
Why RevLaw for Corporate Advisory & Cross-Border Transactions
- Deep knowledge of FDI policy, FEMA, and Companies Act 2013 as they intersect in inbound transactions
- Experienced in co-counsel arrangements — taking instructions from overseas transactional teams and managing the Indian law workstream
- Strong relationships with regulators including MCA, RBI, and DPIIT
- Practical due diligence methodology adapted to tight M&A timelines
- Clear written advice in a format your transaction team can use directly
Discuss a Corporate Transaction
Initial calls are without obligation. We respond within 48 hours.