Commercial & Corporate

Commercial and corporate matters rarely arrive in a single dimension. A contractual dispute between two businesses carries regulatory consequences. A shareholder disagreement runs alongside an insolvency filing by a creditor. A cross-border breach requires steps in more than one jurisdiction at the same time, and in a particular order.

The firm’s practice covers both the contentious and the advisory side of corporate work, which means a matter that begins as advice and becomes a dispute — or the reverse — does not have to change hands.

Commercial Litigation

Commercial Courts

The Commercial Courts Act, 2015 created dedicated commercial courts for commercial disputes of a Specified Value of ₹3 lakh and above, the threshold having been reduced from ₹1 crore by the 2018 amendment. These courts operate on compressed timelines, require documents to be filed with the pleadings, restrict adjournments, and provide for summary judgment where a party has no real prospect of succeeding on a claim or defence. The firm appears before the Delhi commercial courts and the Commercial Division of the High Court of Delhi.

Pre-institution mediation.  Section 12A requires a plaintiff who does not contemplate any urgent interim relief to exhaust pre-institution mediation before instituting a suit. The Supreme Court held this mandatory in Patil Automation v. Rakheja Engineers, with non-compliance attracting rejection of the plaint, which the court may direct of its own motion. The Court subsequently held in Yamini Manohar v. T.K.D. Keerthi that a plaintiff cannot circumvent Section 12A merely by adding a prayer for urgent interim relief; the commercial court is to examine the plaint and the documents to see whether the prayer is genuine or a camouflage. Getting this wrong costs a plaintiff the plaint, and it is assessed before filing.

Contract Enforcement

Suits for specific performance and for damages, applications for injunctive relief to restrain continuing breach, and defence of contractual claims. We advise from the pre-action notice stage through to judgment and execution, and we advise on the notice itself — which in a commercial dispute frequently determines the shape of everything that follows.

Recovery and Debt Enforcement

Recovery suits, summary suits under Order XXXVII of the Code of Civil Procedure, 1908, and proceedings for dishonour of cheques under Section 138 of the Negotiable Instruments Act, 1881. For a commercial debt we assess at the outset which route is likely to produce payment — the commercial court, the Debts Recovery Tribunal where the creditor is a bank or financial institution, a Section 138 complaint, or an application under the Insolvency and Bankruptcy Code — since the choice of forum usually matters more than the strength of the claim.

Corporate Advisory and Disputes

Shareholder and Board Disputes

Petitions for relief against oppression and mismanagement under Sections 241 to 244 of the Companies Act, 2013 before the National Company Law Tribunal; disputes between shareholders and between the board and the shareholders; enforcement of shareholders’ agreements; and questions of related party transactions, board procedure and director liability. The Tribunal’s remedial powers in an oppression petition are wide, and the relief sought should be framed with that in view rather than confined to a declaration.

Mergers, Acquisitions and Schemes

Legal due diligence, transaction structuring, share purchase and business transfer documentation, and schemes of arrangement, amalgamation and demerger under Sections 230 to 232 of the Companies Act, 2013, including the Tribunal process and objections to a proposed scheme. For cross-border transactions we co-ordinate with independent firms overseas so that the Indian and foreign components are sequenced correctly.

Regulatory and Compliance

Advice on obligations under the Companies Act, 2013, on SEBI regulations for listed entities, on Reserve Bank of India requirements for corporate borrowers and for foreign investment, and on sector-specific regulation. We also act in regulatory investigations and in proceedings before regulators and appellate tribunals.

International Commercial Work

We advise foreign companies establishing or operating in India — entity structuring, joint ventures, regulatory approvals and continuing compliance — and Indian companies with overseas commercial relationships, on contract structure, choice of forum and law, and the co-ordination of proceedings across jurisdictions. Advice on foreign law is given by lawyers qualified in that jurisdiction, with whom we work directly.

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What is the threshold for a matter to be a commercial dispute?

The Commercial Courts Act applies to commercial disputes of a Specified Value of ₹3 lakh and above, the threshold having been reduced from ₹1 crore by the 2018 amendment. Specified Value is computed in accordance with Section 12 of the Act, by reference to the market value of the subject matter or the relief claimed. Whether commercial courts have been constituted for a particular band of value in a given State depends on the State notification.

Yes, where the plaintiff does not contemplate any urgent interim relief. The requirement in Section 12A is mandatory and non-compliance can result in rejection of the plaint. A prayer for urgent interim relief does not automatically dispense with it — the court will examine whether the prayer is genuine.

Yes. Jurisdiction is generally determined by where the defendant resides or carries on business or where the cause of action arose, subject to any exclusive jurisdiction clause in the contract. Separate questions arise as to security for costs and as to the enforcement of any resulting decree, and both should be considered before proceedings are commenced.

It allows a commercial court to decide a claim or a particular issue without oral evidence where a party has no real prospect of succeeding and there is no other compelling reason for a trial. It is available only in commercial suits and only in accordance with the procedure prescribed, and it is worth assessing early — it is the fastest route to judgment where the defence is thin.

This page is provided for general information about the firm’s areas of practice. It is not legal advice, and no advocate–client relationship arises from reading it or from an enquiry. The law stated is current as at the date of publication and may change.