Pre-IPO Reorganisations: How to Eliminate Post-Listing RPT Litigation Narratives Before They Start

Author: Archana Balasubramanian Late-stage companies approaching IPO often discover their corporate structures, optimised for operational efficiency during growth phase, create related party transaction exposures that institutional investors and minority shareholders will challenge post-listing. The instinct is to defer restructuring until after raising capital. This instinct, while financially understandable, creates legal risks that vastly exceed the... Continue Reading →

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Government scraps mandatory probate for wills: What it means for beneficiaries

moneycontrol.com featured our Partner, Nitin Jain, who commented “The requirement for mandatory probate was repealed to address several systemic inefficiencies and legal inequities. Historically, the probate process often caused significant delays in estate settlement, frequently resulting in financial strain and interpersonal discord among beneficiaries.”, in its story titled Government scraps mandatory probate for wills: What... Continue Reading →

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A $600 Million BYJUs deal unwound: Great Learning finds its way back to founders.

Mint featured our partner Archana Balasubramanian who commented: “In a standard Indian share purchase agreement (SPA), payment and share transfer happen together. Nothing, however, stops the parties from transferring shareholding on deferred consideration. But, if the buyer defaults on a deferred payout, robust SPAs will typically carry a “wind-back” clause that spells out what happens... Continue Reading →

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Section 245 Derivative Suits: Independence, Good Faith, and the Governance Paper Trail That Wins Dismissals

Author: Nitin Jain Independence : Did Deciding Directors Have Conflicts That Compromised Judgment? Derivative petitions often target transactions where board composition raises independence questions. The practical standard for independence in these suits is more demanding than technical definitions: courts look at relationships, incentives, and context that could reasonably affect judgment. The defense is built not... Continue Reading →

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The Section 245 Derivative Action Framework: Building Litigation Defenses Through Board Process Documentation

Author: Nitin Jain The Business Driver: Why Derivative Suits Are Increasing Minority shareholders in Indian listed companies increasingly use Section 245 derivative actions to challenge board decisions that allegedly harmed the company particularly RPT approvals, capital allocation decisions, and governance lapses. The plaintiff bar has developed expertise in these claims, and institutional investors sometimes support... Continue Reading →

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Why Aakash’s ₹250-crore fundraise is now a proxy fight over Byju’s ownership

Mint, featured our partner, Archana Balasubramanian, who said that ECB guidelines, while currently liberalised, do not permit the usage of borrowed funds for reasons other than business expansion, infrastructure expansion, etc. Similarly, speculative investment and investment in equity through the ECB mode is not permitted, she added. "However, if the investment is to fund infrastructure... Continue Reading →

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