04/01 Aditya Modi
Owner at Transcend HR Solutions

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Associate/Senior Associate - General Corporate/Corporate Law - LLB - Law Firm (2-6 yrs)

Mumbai Job Code: 649972

Opportunity for the role of Associate / Senior Associate with a tier one Law Firm (Largest Law firm in India)

General Corporate / Corporate Law Experience Required.

Scope of Services

The scope of our work extends across the following areas.

Structuring the M&A: We advise on cross-border structuring issues involved in M&A deals and resolve complex legal, tax and exchange control issues through innovative structures to address constraints as well as commercial considerations. Generally, the structuring for M&A matters involves various aspects of corporate and securities laws, taxation, exchange control laws and determining the type of SPV, jurisdiction of the SPV, the type of instruments to be used, etc.

International and Domestic Tax Planning: We help clients in creating the most tax efficient structures with an optimum mix of tax efficient jurisdictions and instruments. We also draft and/or review transaction documentation to ensure that the clients realize tax savings and are protected from tax risks. We have advised clients on inversion transactions, reverse triangular mergers, forward triangular mergers, reorganizations etc. to make M&As tax neutral in the USA.

Undertaking Legal Due Diligence, Our multidisciplinary approach and sectoral specialization gives us the advantage of being able to offer a vast set of skill sets with the necessary domain expertise. We carry out legal and tax due diligence with an industry specific focus across information technology, telecom, satellite, information technology enabled services, banking, financial services, business process outsourcing, pharma and life sciences, biotechnology, automobiles, manufacturing and various sub-sectors in the manufacturing space, real estate and construction, infrastructure and leasing, etc., to name a few.

However Experience in sectors like technology & eCommerce is essential.

Advice on Securities Law, Corporate Law and Exchange Control Law: Our advice focuses on legal and compliance issues related to:

SEBI Takeover Regulations, relevant in the context of companies listed on stock exchanges in India including assisting clients with open offer process;

SEBI Delisting Guidelines, relevant in the context of Indian listed companies proposed to be delisted;

Disclosure and Investor Protection Guidelines, wherever attracted, (generally attracted when there are any fresh issue of securities by listed companies);

SEBI Insider Trading Regulations;

Other securities laws requirements;

Listing Agreement and other Regulatory considerations;

Corporate law requirements;

RBI/SEBI/FIPB approvals;

Exchange control regulations; and

Statutory filings.

Documentation and Negotiation: We are committed to the highest standards of drafting, reviewing and negotiation of any documentation, and undertake drafting, review and negotiation of term-sheet, memorandum of understanding, various forms of agreements in relation to any given transaction, including, share purchase agreements, share subscription agreements, stock swap agreement, shareholders agreements, non-compete agreements, non-disclosure agreements, escrow agreements, employment agreements, etc. We have developed special expertise in negotiation of tax indemnity agreements for our clients.

From our involvement in the first deal in India involving a merger of a US private company with an Indian public company, this firm has taken the lead in cross-border M&A. Since then, this firm has advised the acquirer in the first ever acquisition by an Indian public company of a US public company, which was done through the American Depositary Receipt-stock swap mechanism. A new concept in India, then, it is but an example of the several extremely innovative deals we have structured involving acquisitions of Indian companies by various global companies as well as acquisitions of US companies by Indian companies.

Litigation experience is an added advantage.

Reporting To : Partner

Location : Mumbai. Delhi is ok if willing to relocate & travel.

Qualification Min Qualification : LLB

Post Qualification Experience (PQE) : 2-6 Years

- Analyzes client problems and provides innovative solutions

- Assists in the development of associates through mentoring and counseling

- Accountable for the team targets, revenue generation and effective team relationships

- Builds expertise and work towards providing expert advice

- Demonstrates high degree of legal expertise in ones- practice area and an understanding of other practice areas

Compensation : As per market standards

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