The key responsibility of a corporate lawyer is to ensure that businesses operate within the ambit of the law. They advise businesses on their rights and responsibilities under prescribed corporate laws. They have to ensure that the commercial transactions of a company do not violate any law. Their responsibilities include advising employees and clients on the legal aspect of any transaction.
Top corporate lawyers in India handle a variety of legal issues concerning business organisations. Some corporate lawyers work as employees of business organisation and are involved in their day to day functioning to ensure adherence with laws, especially on employment and labour. On the other hand, a majority of these lawyers work in corporate law firms in India. These law firms cater to the specific needs of their corporate clients. They advise on matters related to business transactions, drafting contracts, mergers and acquisitions, and a lot of other legal obligations and responsibilities of companies.
As corporate lawyers in India have to perform a variety of roles, they have to be well versed with all aspects of the company law in terms of accounting, taxation, bankruptcy and insolvency, intellectual property, securities, etc. They also represent companies in court litigations and at the same time ensure that the legal rights of the company are protected. Some important responsibilities of corporate lawyers in India are discussed below.
It is the primary duty of a corporate lawyer to advise the management on proper corporate governance and ensure that all company and corporate laws are complied with. There are various laws under the Companies Act that business organisations have to adhere to. These rules and regulations are not easy to comprehend for a non-legal person. It is paramount that they are interpreted correctly and strictly implemented, and the onus to do so lies on the corporate lawyer. They must ensure that all statutory and regulatory requirements are fulfilled and that no rules are violated.
When a company plans to expand its business and increase its operational facility, it has the option of doing it either organically or through mergers and acquisitions. Mergers and Acquisitions bring with it many financial and legal implications. Before entering into such transactions, companies engage themselves in the process of reviewing the existing legal and financial contracts of the target company. This is called due diligence. The legal aspect of this exercise is taken care of by corporate lawyers. The aim of this exercise is to understand what additional legal implications such a transaction will have on the new entity. The existing legally binding contracts of the company are reviewed, any disputes involving the company are looked into, and whether there are any litigations pending in the court. A corporate lawyer has to review all these in detail and ensure that there would not be any increased legal burden or obstacles in going ahead with the transaction. If there is any requirement of third party consent in completing the transaction, it may create unnecessary hurdles.
Drafting and Review of Contracts
As part of their business operations, organisations have to enter into contracts with several other entities. These business associates could be their vendors and suppliers, advertising and marketing partners, distributors, etc. Prior to entering into such an alliance, a draft agreement is prepared and signed. Corporate lawyers from either side prepare a draft which is reviewed by the other party. On review, there is bound to be some differences in opinion and certain concessions will have to be made from either side. A corporate lawyer has to ensure that not too many concessions are made and that the interest of the company is not compromised. At the same time they must also not make unnecessary demands that might stall the process. A balanced approach is needed. Also, with the constantly changing business environment, the contract should be periodically reviewed and necessary changes incorporated.
Business organisations often find themselves embroiled in legal controversies and disputes. In course of their business they have to deal with different parties with whom they enter into contractual agreements. They also have employment contracts with their employees. A dispute may arise if there is any perceived violation of the contract from either party. If the dispute is not resolved amicably through alternative dispute resolution mechanisms, the case will most likely go to a court of law. Whether the company is a plaintiff or a defendant, a commercial litigation lawyer must make a proper representation based on the facts of the matter in the court to protect the legal rights of the company. Top corporate lawyers in India also represent the companies concerning different regulatory bodies and tribunals like the National Company Law Tribunal, National Company Law Appellate Tribunal, Competition Commission of India, etc.
Insolvency & Bankruptcy
Businesses do not always have smooth sailing. Because of stiff completion and newer products coming in the market, organisations often encounter host of difficulties which sometimes result in companies going bust. They become insolvent and bankrupt. Such companies file for bankruptcy under the Insolvency and Bankruptcy Code 2016. It’s a complex procedure and expert knowledge is required to follow the provisions laid down in the law. A corporate lawyer evaluates the financial condition of the company in terms of assets and liabilities and advises the management accordingly. The management takes the necessary action the corporate lawyer guides them through every step of the process.
In addition to the above mentioned responsibilities, a corporate lawyer has many other duties to perform. From assisting in matters of finance and taxation to protection of copyrights and intellectual property rights to initial public offerings and shareholders rights, top corporate lawyers in India perform variety of functions. They also ensure that labour laws are complied with and legal requirements for new products and services are met.
Apart from in-house corporate lawyers, there are commercial law firms and corporate law firms in India that provide similar services to their corporate clients.