Selected Work
Representative engagements across corporate advisory, transactions, structuring and compliance — India, the UAE and beyond.
Our engagements are confidential. The mandates below are described in anonymised form — representative of the cross-border corporate, regulatory and transaction work ATB has delivered for companies, investors, promoter groups and family offices across India, the UAE and other jurisdictions.
They are grouped by practice area. Across all of them, the common thread is the one that defines our practice: structures and advice designed to hold up — at the bank, with the investor, at the next regulatory review, and at the point of exit.
General Corporate
Share Acquisition Advisory
Represented companies and proprietorships in share acquisitions involving both listed and unlisted entities across multiple jurisdictions and entity structures. The mandate included transaction structuring, drafting Share Purchase Agreements and ancillary documents, and ensuring full compliance with applicable corporate and regulatory requirements under the Companies Act 2013 and FEMA.
Restructuring and Regulatory Compliance for Financial Services Entities
Advised regulated financial services entities on comprehensive internal restructuring, including the design of governance frameworks and renegotiation of internal agreements. Provided ongoing legal support to ensure compliance with Reserve Bank of India (RBI) regulations and to resolve related legal and operational matters arising from the restructuring.
Investment Advisory for Private Companies and Regulated Entities
Advised private limited companies and regulated financial entities on fund-raising and investment transactions. The engagement covered deal structuring, drafting, reviewing and negotiating Investment Agreements, and preparing supporting legal documentation in line with applicable regulatory frameworks including SEBI and RBI guidelines.
Cross-Border Joint Ventures
Advised business groups on cross-border transactions and joint ventures with entities incorporated in Cyprus, Hong Kong, Korea and Mozambique, among others. The role included providing structuring advice, drafting and vetting transaction documents, coordinating with international counsel, and liaising with relevant authorities to obtain required approvals for multimillion-dollar ventures.
Fund Formation for Succession Planning
Advised a leading business group on establishing a fund for succession planning purposes. The scope of work included advising on the formation process, preparing and submitting the registration application, identifying and coordinating with qualified service providers, and drafting constitutional documents and bye-laws in accordance with applicable regulations.
Incorporation under a Special Economic Zone
Assisted a renewable energy company with full-scope incorporation under a special economic zone framework. The mandate covered regulatory coordination across applicable licensing and KYC requirements, document execution, and ongoing liaison with zone authorities throughout the establishment process.
Corporate Re-domiciliation between Jurisdictions
Conducted a legal feasibility assessment and executed the complete re-domiciliation of a company between two regulatory jurisdictions. The role encompassed drafting and notarising requisite documents — including no-objection certificates, memoranda of association and powers of attorney — coordinating with both relevant authorities, managing licence and lease transitions, and ensuring employee continuity throughout the process.
M&A
Share Acquisition — Mainland and Multi-Jurisdiction Entities
Represented companies and individual shareholders in the acquisition of shares across both incorporated entities and branch structures, ensuring full compliance with applicable corporate and regulatory requirements. The mandate included legal due diligence, drafting the Share Purchase Agreement and all ancillary transaction documents, managing conditions precedent, and coordinating completion across multiple entity types.
Cross-Border Equity Acquisition with Shareholders Agreement
Represented a foreign investor acquiring an equity stake in an Indian company. The engagement covered legal due diligence across corporate, regulatory and contractual dimensions, drafting and negotiating the Share Purchase Agreement and Shareholders Agreement, advising on ownership restrictions and FEMA compliance for the foreign acquisition, and managing all post-completion regulatory filings.
Cross-Border Joint Venture
Advised a business group on entering a Joint Venture Agreement with a counterparty incorporated in a foreign jurisdiction. The scope covered transaction structuring, drafting the joint venture agreement and constitutional documents for the jointly held entity, compliance analysis under applicable corporate and regulatory frameworks, and coordination with international counsel to ensure the structure was effective across both jurisdictions.
Cross-Border Structures
GCC Family Office — ADGM Holding Structure for India Investment
Advised a GCC-based family office on establishing an ADGM holding entity for its portfolio of Indian private equity investments. The mandate covered ADGM entity incorporation and substance requirements, FEMA inbound investment registration, structuring of the shareholders agreement between the ADGM holding company and the Indian operating company management team, and the ongoing FEMA and ADGM reporting framework.
Indian Technology Company — UAE Entity for International Expansion
Advised an Indian technology company on establishing a UAE entity as part of its international expansion strategy. The mandate covered ODI route analysis and RBI filing under FEMA, UAE entity selection between ADGM, DIFC and mainland options, intercompany service agreement structuring, and the FEMA repatriation framework for income flows between the UAE entity and the Indian parent.
Cross-Border Joint Venture — India–Europe Manufacturing Consortium
Advised on structuring a cross-border joint venture between an Indian manufacturer and a European industrial group for a manufacturing facility in India. The mandate covered FDI route analysis for the European investor, shareholders agreement negotiation covering board composition, reserved matters, profit distribution and exit, FEMA compliance for the inbound investment, and coordination of the European-law framework agreement with the India-law shareholders agreement.
Foreign Direct Investment
European Manufacturer — India Market Entry via FDI
Advised a European industrial manufacturer on structuring a 100% wholly owned subsidiary in India under the automatic FDI route. The mandate covered sector classification against DPIIT’s Consolidated FDI Policy, valuation of the initial share subscription by a SEBI-registered merchant banker, FC-GPR filing coordination with authorised dealer banks, and post-incorporation FEMA compliance — including the first annual FLA return and Form FC-GPR. The client proceeded to operational readiness within the target timeline.
UAE Holding Structure — Downstream Investment Compliance
Advised a GCC-based investment group on structuring a multi-tier holding arrangement for India market entry, with the immediate holding company incorporated in the UAE. The engagement covered downstream investment analysis across two levels of the ownership chain, route and sectoral cap verification at each tier, CEPA investor protection eligibility assessment, and coordinated FEMA compliance across both the Indian entity and the UAE parent.
Government Route Approval — Regulated Sector FDI
Advised a foreign investor seeking to acquire a stake of more than 74% in an Indian financial services entity requiring government route approval from the relevant ministry. The mandate covered sector-specific eligibility analysis, coordination with the ministry’s approval process, pricing guideline compliance, and post-approval FC-GPR filing and FEMA reporting. The approval was obtained and the transaction completed within the regulatory timeline.
Commercial Contracts
Cross-Border Joint Venture — Shareholders Agreement
Drafted and negotiated a joint venture agreement for an India-incorporated joint venture between an Indian company and a GCC-based investor. The mandate covered reserved matters, board composition, share transfer restrictions, pre-emption rights, tag-along obligations, a structured exit mechanism including put and call options, deadlock resolution procedures, and coordinated governing law and dispute resolution provisions reflecting both parties’ jurisdictions.
Technology Company — White-Labelling and Licensing Agreement
Advised a software technology company on a white-labelling and licensing arrangement for its proprietary platform distributed under a partner’s brand. The mandate covered IP ownership and licence scope, permitted modifications, sub-licensing restrictions, uptime and SLA obligations, liability caps, indemnity provisions, data protection compliance under the DPDPA 2023, termination triggers, and source code escrow arrangements.
Distribution Agreement — India Market Entry for Foreign Manufacturer
Advised a foreign manufacturer entering the Indian market on a master distribution agreement with an India-based distributor. The mandate covered territory and exclusivity, minimum purchase commitments, pricing and rebate structures, IP licence terms, sub-distribution controls, compliance with Indian regulatory requirements, post-termination obligations and stock return provisions, and the choice of governing law and arbitration seat for dispute resolution.
Incorporation
Group Company Restructuring and Consolidation
Assisted in restructuring a corporate group operating across multiple entities and branch establishments into a consolidated holding structure. The mandate covered activity reclassification, coordination with the Registrar of Companies, drafting of constitutional documents including memoranda of association, shareholders agreements, share transfer agreements and board resolutions, notarisation before the relevant authorities, and obtaining all requisite regulatory approvals — completed within an expedited client-imposed timeline.
Limited Liability Holding Company Incorporation
Managed the end-to-end incorporation of a Limited Liability Holding Company for an international investor, including business activity identification, coordination with the Registrar of Companies, drafting and notarisation of the memorandum of association, power of attorney and board resolutions, obtaining regulatory approvals, and continuing assistance with director visa facilitation and post-incorporation FEMA compliance.
Multi-Sector Company Incorporations
Advised and assisted in incorporating companies across multiple sectors including technology, management consultancy, pharmaceutical distribution and trading. Each engagement involved sector-specific activity selection, FDI route assessment, regulatory coordination with the Registrar of Companies and the Ministry of Corporate Affairs, constitutional document drafting and notarisation, and post-incorporation compliance management — from initial registration through to the client’s first day of operations.
Governance & Compliance
Foreign-Invested Subsidiary — Annual Compliance Programme
Engaged by the India subsidiary of a European manufacturing group to manage its complete annual compliance programme under the Companies Act 2013 and FEMA — covering Registrar of Companies filings, director KYC, board meeting coordination, statutory register maintenance, the annual FLA return, and FC-GPR filings following capital injections.
Compliance Gap Assessment — Pre-Investment Due Diligence
Conducted a compliance gap assessment for an Indian technology company ahead of a Series B funding round. The audit identified outstanding director KYC filings, an unfiled FLA return and a lapsed statutory register — each requiring remediation before investment close. ATB completed all outstanding filings, managed the FEMA compounding application, and delivered a clean compliance certificate within the investor’s required timeline.
Director Disqualification — Regularisation and Restoration
Advised the directors of an Indian company struck off the MCA register following three consecutive years of non-filing. The mandate covered restoration under Section 252 of the Companies Act 2013, preparation and filing of all outstanding annual returns and financial statements, FEMA compounding for missed FLA returns, and implementation of a forward compliance calendar to maintain good standing following restoration.
Data Protection
Technology Company — DPDPA Compliance Readiness Assessment
Advised an Indian technology company processing personal data across India, the UAE and the UK on its DPDPA compliance readiness. The mandate covered a data mapping exercise, gap assessment against DPDPA Data Fiduciary obligations, consent notice and mechanism design, a data principal rights response framework, cross-border transfer analysis for UAE and UK data flows, and a phased implementation roadmap aligned with the Act’s 18-month compliance timeline.
GCC Company — Cross-Border Data Transfer Structuring
Advised a GCC-based company offering digital services to Indian consumers on the applicability of the DPDPA to its India operations. The mandate covered extraterritorial jurisdiction analysis, data processing agreement review, consent architecture design for the India user base, and advisory on the interim arrangements required pending finalisation of the permitted country transfer list.
Manufacturing Group — Employee Data Compliance Framework
Advised an Indian manufacturing group on the implications of the DPDPA for employee personal data — covering consent requirements for employment-related data collection, employee data principal rights, HR system data retention and erasure obligations, the interaction between the DPDPA framework and existing employment contracts, and recommended updates to the group’s HR policies and data handling procedures.
Your situation is specific. So is the right structure.
If one of these engagements resembles the decision in front of you, the next conversation is the useful one. Talk to our team when you are ready.
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