Corporate Legal Advisory &
Contract Drafting Services
Shield your business from operational liabilities and investor disputes. Institutional-grade contract drafting, Founders' Agreements, Master Services Agreements (MSA), investment legal defense, and POSH compliance. Led by empanelled Corporate Advocates in Kerala.
Key Legal Deliverables
Comprehensive commercial contracts & statutory compliance
Executive Overview: Corporate Legal Precision in India
Legal contracts establish the foundational rights, liabilities, and intellectual property ownership of any commercial enterprise. Utilizing generic online templates exposes businesses to catastrophic disputes—such as co-founders walking away with unvested equity, enterprise clients claiming unlimited indemnities for service delays, or intellectual property reverting to third-party developers. Led by empanelled Corporate Advocates and Company Secretaries, D BIZ CONSULTANCY crafts enforceable, watertight legal architecture under the Indian Contract Act, Companies Act 2013, and IT Act 2000.
Essential Commercial Contracts & Instruments
Understanding statutory governing acts, critical protective clauses, and business risks eliminated
| Agreement / Instrument | Governing Act | Critical Protective Clauses | Business Risk Mitigated |
|---|---|---|---|
| Founders' Agreement & Reverse Vesting | Indian Contract Act, 1872 & Companies Act | Equity split, 4-year reverse vesting with 1-year cliff, deadlocks, IP assignment, non-compete. | Prevents early departing co-founders from walking away with significant equity ownership. |
| Master Services Agreement (MSA) & SLA | Indian Contract Act & IT Act, 2000 | Scope of work, milestone payments, limitation of liability, uptime SLAs, cross-border jurisdiction. | Eliminates scope creep, non-payment disputes, and catastrophic client indemnity claims. |
| Shareholders Agreement (SHA / SSA) | Companies Act, 2013 & SEBI AIF Regulations | Affirmative votes, liquidation preferences (1x non-participating), ROFR, tag-along, drag-along. | Protects founder operational autonomy and sets clear exit and dilution mechanics. |
| IP Assignment & Code Ownership | Copyright Act, 1957 & Patent Act, 1970 | Irrevocable work-for-hire assignment, moral rights waiver, trade secret confidentiality. | Ensures the company—not individual developers or agencies—owns 100% of core IP. |
| Employment Contracts & POSH Policy | Industrial Disputes Act & POSH Act, 2013 | Confidentiality, non-solicitation, notice periods, Internal Complaints Committee (ICC) setup. | Shields directors from employee litigation and statutory penalties under labor laws. |
Our 4-Stage Legal Engagement Roadmap
How our empanelled corporate advocates draft, negotiate, and execute your legal defense
Legal Risk Audit & Contract Inventory
Comprehensive scrutiny of operational exposure, existing supplier/client contracts, IP ownership status, and statutory compliance gaps.
Custom Agreement Drafting & Structuring
Drafting robust, enforceable contracts tailored to your commercial workflow, incorporating limitation of liability, indemnity caps, and arbitration clauses.
Counterparty Negotiation & Review
Direct legal representation during negotiations with client counsels, enterprise procurement teams, or investor attorneys to protect your interests.
Corporate Execution & Statutory Filing
Digital e-stamping, board resolution approvals, restatement of Articles of Association (AoA), and ROC secretarial filings where mandated.
Corporate Governance & Board Advisory
Maintain bulletproof statutory compliance under the Companies Act 2013
Board & General Meetings
Section 173 & 101 Compliance
• Drafting formal notices, agendas, and board resolutions for all strategic corporate actions.
• Conducting Annual General Meetings (AGM) and Extraordinary General Meetings (EGM).
• Maintenance of physical and electronic Secretarial Minutes Books (SS-1 and SS-2 standards).
Articles of Association (AoA)
Custom Articles Restatement
• Amending company charter documents to mirror negotiated Shareholders Agreement (SHA) terms.
• Incorporating drag-along, tag-along, pre-emptive, and ROFR rights directly into the public AoA.
• Filing Form MGT-14 with the Registrar of Companies within 30 days of resolution adoption.
Statutory Registers
Section 88 & 186 Registers
• Mandatory maintenance of Register of Members (MGT-1), Register of Directors & KMP, and Charges.
• Register of Loans and Investments (MBP-2) and Related Party Transactions (MBP-4).
• Complete secretarial defense against ROC show-cause notices and adjudication proceedings.
POSH & Workplace Legal Compliance
Fulfill statutory obligations under the POSH Act and state labor regulations
Internal Complaints Committee (ICC) Setup
Mandatory for every business with 10 or more staff. We draft your company's formal POSH Policy, assist in the legal appointment of the Internal Complaints Committee (ICC), provide external POSH committee experts, conduct employee orientation sessions, and file annual POSH reports with the District Officer.
Watertight HR & Consultant Covenants
Drafting executive appointment letters, consultant independent contractor agreements, employee confidentiality undertakings, non-solicitation covenants, and structured separation and release agreements to eliminate unfair termination lawsuits.
Frequently Asked Questions on Legal Advisory
Physical Legal Advisory Desks in Kerala
Consult with our empanelled corporate advocates and Company Secretaries at our physical desks in Thiruvananthapuram and Kochi.
Head Office: Springs Tower, Edappazhanji, Thiruvananthapuram, Kerala
Kochi Hub: Koprambil Heights, Irumpanam, Kochi, Kerala