Practice/Industry Group Overview
In recent years, India has opened up its markets to the world through continuing landmark legal and regulatory reforms affecting almost every aspect of its economy, from business, finance and foreign investments to trade, manufacturing and intellectual property.
As a result of these reforms, the climate for investment in India has never been better. With consistent GDP growth, India's markets offer companies, financial institutions and funds wide-ranging opportunities for growth, development and investment.
Despite recent progress, however, India's rapidly changing business, legal and regulatory environment remains complex and presents unique challenges for market participants, particularly foreign investors. These challenges include market access barriers, limitations on the repatriation of invested capital, restrictions on offshore lending (even to wholly owned subsidiaries) and hard-to-navigate investment regulations, to name just a few. In order for businesses to succeed in this market, they will need to have a well-developed business strategy that takes into account the complex business, legal and regulatory environment and the diverse cultural nuances at play.
As a leading international law firm, Mayer Brown, early on, recognized the importance of the Indian marketplace. We have a multidisciplinary team of practitioners, many of whom speak Hindi or other regional languages, who are dedicated to assisting clients in navigating the challenges of, and the opportunities afforded by, the Indian marketplace. We have considerable experience acting for a wide range of international clients in connection with India-related matters. This experience, combined with our extensive resources and local contacts, ensures that our clients are well-advised and thus well-prepared to participate in the Indian market. Our clients include international firms investing or otherwise doing business in India, as well as Indian companies, which are increasingly active outside India.
Reflecting the firm's full-service global platform, the India group has broad transactional and advisory experience in a wide range of business and legal matters, including:
- Mergers and acquisitions, equity investments and joint ventures
- Equity and debt capital markets activities
- Fund formation matters
- Real estate projects and related activities
- Business and technology sourcing transactions
- Banking and finance, including project finance
- Global trade
- Anti-corruption/Foreign Corrupt Practices Act Compliance
- Intellectual property
- Tax planning, structuring and controversy
- Litigation and arbitration
India's markets offer companies, financial institutions and funds wide-ranging opportunities for growth and development. If businesses are to make the most of these opportunities, they need to be well-prepared—and well-advised—by a firm that understands the diverse cultural and legal nuances at play.
Mergers and Acquisitions, Equity Investments and Joint Ventures
The Corporate practice is at the core of Mayer Brown's work in each of its worldwide offices. As such, advising clients on India-related mergers and acquisitions, joint ventures and equity investments is a core strength of our India practice. We have significant experience in representing international clients, including private equity, hedge and real estate funds, as well as Fortune 500 companies, in structuring and implementing their investment strategies across a variety of industries in India. We work closely in structuring investment opportunities with our tax lawyers who are familiar with the various treaty networks that may be available to maximize after-tax returns. We are also well-known for our work in structuring investments on behalf of funds and institutional investors to ensure that such investments are structured in a manner that takes into account ERISA considerations.
Our India group includes lawyers from around the globe who are experienced in cross-border transactions involving India, including a number of India-qualified lawyers located across our offices. The global nature of our practice allows us to recognize and address issues across multiple jurisdictions as we structure and negotiate Indian transactions. We have also represented many India companies in merger and acquisition, joint venture and investment activities involving their US, European, Latin American, African and Asian interests and in connection with negotiations of India-based joint ventures with foreign investors.
We also often advise our international clients in structuring and documenting domestic Indian investments, particularly where we are able to overlay our project management, global tax structuring and other technical skills with our firm understanding of the Indian marketplace and the requirements applicable to foreign investment in India. In such circumstances, we draw upon our network of contacts at Indian law firms to deliver seamless legal advice and project management.
Equity and Debt Capital Markets
Our India group also includes lawyers from the firm's Capital Markets practice who regularly advise on some of the most complex financing transactions around the world. Our technical knowledge and deal experience, together with the strength of the firm's global platform, allows us to help clients structuring and executing a broad range of financing transactions, from debt and equity issues to derivatives and structured finance. Our global footprint enables us to help clients manage complex and multi-jurisdictional offerings, including advising on publicity, offering and selling restrictions across many jurisdictions.
Our experience in the Indian capital markets covers a variety of industries and issuer types, from agriculture to high-tech and services to manufacturing. This broad base of experience allows us to represent clients in the Indian securities market with great efficiency.
We regularly handle a wide variety of transactions in the equity, debt and real estate capital markets on behalf of issuers and underwriters/placement agents alike. Our Capital Markets team has experience advising issuers and underwriters in connection with Indian offerings of foreign currency convertible bonds (FCCBs), American Depository Receipts (ADRs) and Global Depository Receipts (GDRs) and in conducting initial public offerings or secondary offerings with concurrent US or global offerings (including private placements under Rule 144A and global offerings structured to comply with Reg. S). We also have experience advising on US and European stock exchange listings and global offerings by India-focused investment funds and on other transactions involving listings of securities by Indian issuers on the Bombay Stock Exchange (BSE), the National Stock Exchange (NSE), and the London (both Main List and AIM), Luxembourg, Hong Kong and Singapore exchanges, among others.
Our India group includes lawyers from the firm's Private Investment Fund practice, which includes lawyers from across the firm's worldwide practice areas. This practice helps fund sponsors, advisers and investors structure funds and investments creatively and efficiently to maximize fund-raising flexibility and opportunities. Fund-sponsor clients of the practice include major and boutique fund management companies, investment banks and insurance companies. In addition, we represent a number of leading investors in their private investment fund investments, including private and government pension plans, financial institutions, universities, sovereign wealth funds and other foreign investors, insurance companies, religious and charitable organizations, high net worth individuals and family businesses.
Our India group advises fund sponsors in connection with the structuring, marketing, regulation and operation of public and private investment funds that focus on investments in India. We have substantial experience in structuring Indian funds with a wide range of investment styles and objectives, including private equity, infrastructure, real estate, hedge and venture funds. Our experience also involves representing many of the leading institutional investors with respect to their investments in Indian private funds. Based on our work for such a wide variety of fund sponsors and investors across the globe, our India group is well-positioned to assist clients in developing creative, flexible and efficient structures to raise discretionary capital for investments in India.
Mayer Brown's global Real Estate group is one of the very few real estate groups in the international legal market dedicated to advising clients on their global real estate requirements, including those related to India. Forming part of our India practice, the Real Estate India group is an integrated team of lawyers located across the firm's main hubs in the Americas, Asia and Europe.
Our India-focused and other international real estate lawyers are supported by our global team of lawyers in the fields of tax, finance, construction and corporate law. Together, we offer our clients extensive experience structuring real estate investments and associated offshore structures, agreements and special purpose vehicles. We are also active in negotiating and structuring real estate joint ventures and direct real estate fund investment, as well as advising on the related tax and corporate aspects. In addition, we represent many of our global real estate clients in developing documents for use in the Indian market and managing their local leasing and other programs. We work with leading local law firms in connection with these programs.
Business and Technology Sourcing Transactions
IT/Outsourcing Transactions. Mayer Brown is a global leader in information technology, telecommunications and business process outsourcing. Clients look to us to evaluate, structure, negotiate and project-manage all types of outsourcing transactions—from simple sole-sourced deals to complex, competitively bid, multinational transactions. We advise on the benefits of various structures, apply proven project management and negotiating strategies, and find the best solutions based on individual client needs.
Clients rely upon us throughout the entire life cycle of an outsourcing transaction—from the early planning stages, RFP preparation and proposal assessment to negotiation, closing and post-signing support. We also help companies restructure and renegotiate existing outsourcing relationships and re-source or in-source outsourced services. Each step of the way, our lawyers counsel clients on the available options and their legal and business consequences.
Our 50 outsourcing lawyers have represented clients in all types of outsourcing transactions in India, including application development and maintenance, telecommunications services, help desk and call-center services.
Contract Manufacturing. In negotiating contract manufacturing arrangements for multinational clients, we combine the firm's business and technology sourcing experience with its complex tax planning experience. Additionally, the firm has significant experience in handling the sourcing of services for the contract manufacturing of pharmaceutical products from contract manufacturers located in India.
Banking & Finance; Project Finance
Banking and Finance is a founding practice of Mayer Brown and continues to represent one of the firm's signature strengths. Many of the firm's largest clients are bank-holding companies, commercial banks, investment banks, insurance companies, asset-based lenders, leasing companies or institutional real estate companies.
We have a broad range of experience in banking and finance transactions in India, including microfinance, securitization and project finance. In the projects arena, lawyers in this group have represented developers and financial institutions in India in a range of project and lease financings that have included industrial and manufacturing facilities such as electric power plants, gas pipelines and oil refineries.
Mayer Brown has an award-winning Projects group that is regularly involved in some of the largest and most innovative projects across the globe. Our lawyers have participated in over 20 Deal of the Year award-winning transactions on five continents, spanning all sectors including power, oil and gas, renewables, mining, roads and motorways, ports, petrochemicals, wind, water and wastewater treatment, and industrial, manufacturing, township projects and other infrastructure facilities.
Our Project group represents developers, sponsors, investors, contractors, operators, governments and public agencies, commercial and investment banks, and bi- and multi-lateral agencies such as the Export-Import Bank and the International Finance Corporation.
Mayer Brown's Global Trade practice has some of the most experienced senior trade professionals and lawyers from the Americas, Asia and Europe, several of whom are internationally recognized for client representation in trade remedy proceedings, customs disputes and market access controversies. From the United States, they include two former US Trade Representatives, a former US Secretary of Commerce, a former Member of the US Congress and several former senior US trade negotiators and senior trade officials. From Europe, they include a former EU Ambassador to the United States and a former member of both the European Parliament and the German Bundestag. Such experience helps us to work with clients to try to open markets, comply with trade laws and resolve trade disputes. Our lawyers have been involved in negotiating almost every major trade agreement and initiative over the past 25 years.
Using our business and legal insight, and access to policymakers in capitals around the world, the Global Trade group helps multinational companies identify promising foreign markets and develop entry strategies that overcome market obstacles. We work closely with bilateral, regional and multilateral institutions, including the World Trade Organization (WTO), the World Customs Organization (WCO), the Asia-Pacific Economic Cooperation forum (APEC) and the Organization for Economic Cooperation and Development (OECD). Our team also represents parties before the relevant government agencies in the Americas, Asia, Europe and elsewhere around the world.
Mayer Brown's Global Trade group has in-depth knowledge of, and vast experience with, virtually every aspect of international trade and investment, including Market Access and Trade Policy (Multilateral and Bilateral Trade Agreements and Preferential Trade Regimes), Antidumping and Antisubsidy Investigations, Customs Compliance, Export Control and Sanctions Programs, Foreign Corrupt Practices Act (FCPA) and Anti-Corruption Laws, International Litigation and Dispute Settlement, ITC Section 337 Investigations, World Trade Organization Dispute Settlement, and Market Access and Strategic Counseling.
Mayer Brown's global trade lawyers and professionals in Washington, Brussels, Bangkok, Hanoi and Beijing are supported by lawyers and professionals in major business centers worldwide. That means we can help our clients understand trade policy and comply with trade laws in order to capitalize on opportunities and overcome market barriers in nearly every country.
Anti-Corruption/Foreign Corrupt Practices Act Compliance
Despite great strides in recent years, corruption remains an element of doing business in India and can present serious risks to foreign companies when circumstances require interacting with Indian government officials at the federal, state or local government level. Pursuant to the Indian Prevention of Corruption Act, the US Foreign Corrupt Practices Act (FCPA) and the anti-bribery regimes in dozens of other countries, bribery of governmental officials in the context of doing business in India is illegal.
Many companies turn to Mayer Brown to manage and mitigate these corruption risks should they arise. Mayer Brown lawyers have been involved in every stage of anti-corruption practices in India, including:
- Compliance counseling focused on Indian operations, including policies and procedures designed to prevent and detect corrupt activities, and training to educate employees on applicable legal requirements.
- Due diligence of prospective joint venture partners, consultants, agents and other third parties.
- Developing contract language requiring commercial partners to comply with the anti-corruption requirements.
- On-the-ground internal corporate investigations, including extensive interviews and document review in India.
- Enforcement defense in the United States and India (with appropriate coordination with local Indian counsel).
Intellectual property is a particularly sensitive and an increasingly important part of business activities involving India, and we have an extensive practice with particular emphasis on acquisition and transfer of IP assets, portfolio evaluation, counseling on cross-border IP issues, litigation of disputes involving patent, trademark and copyright, and IP transactional matters. Our lawyers are experienced in the preparation and prosecution of patent, trademark and copyright applications internationally and routinely provide these services to firm clients.
We regularly represent clients in connection with the licensing, purchase and sale of intellectual property assets, including patent, trademark, copyright, trade secret and computer hardware and software assets. These transactional activities involve negotiating and preparing a wide range of local and international license and transfer agreements as well as due diligence reviews related to corporate mergers, acquisitions and stock offerings.
When needed, our India group can also leverage its close working relationships with some of the most prominent IP law firms in India.
Tax Planning, Structuring and Tax Controversy
Mayer Brown's extensive global tax planning and tax controversy practices have a long history of providing tax advice worldwide.
Our Transfer Pricing and Tax Controversy practices work with multinational companies to plan, coordinate, implement, document and defend their transfer pricing policies worldwide, including India. We also advise clients on unilateral and multilateral advance pricing agreements, represent clients in competent authority and mutual agreement proceedings, and advise clients with respect to permanent establishment and other treaty application issues. In addition, we provide advice and prepare submissions for controversies before Transfer Pricing Officers, Assessing Officers, Commissioners of Income Tax (Appeals) and the new Dispute Resolution Panel.
Our tax planning practitioners function as tax advisers—often the lead tax advisers—on multinational transactions, including mergers and acquisitions, reorganizations, joint ventures, leveraged and structured financings and financial products, coordinating tax advice in the various countries involved in order to structure and implement the transactions in the most advantageous way under all applicable tax regimes. In addition, our lawyers have substantial experience structuring hedge funds, private equity funds and real estate funds with investments in India and advising companies on outsourcing operations to India and structuring their Indian supply-chain operations.
We have advised US multinationals in structuring contract manufacturing arrangements with Indian manufacturers of generic pharmaceutical drugs in order to maximize deferral of US federal income. In this regard, we have worked with Indian tax advisers to also minimize the risk of creating a tax nexus for the US multinational in India, for example, as a result of compliance audits visits of the contract manufacturers' facilities.
Finally, Mayer Brown has significant experience on issues relating to the analysis and enforcement of bilateral investment treaties signed by countries such as India, notably in taxation matters. Our assistance encompasses the analysis of the protection provided by the bilateral investment treaties signed by India and how protected investors may rely on them, in parallel with double-taxation treaties, to challenge potentially illegal or unfair tax practices under international law. If the dispute is not settled amicably, our lawyers have experience representing the parties to the dispute in binding international arbitration proceedings.
With more than 450 litigators worldwide, our highly rated Litigation practice assists with virtually every type of legal dispute arising within or across the Americas, Asia and Europe. Our team is particular skilled in arbitration and other alternative dispute resolution mechanisms that are critical for clients in the context of sometimes backlogged and complicated Indian court systems.
Chambers Global specifically noted the Litigation practice's "skill at managing complex, multilayered proceedings," and Chambers USA remarked that the practice is "used to handling bet-the-company litigation with a high degree of public exposure" and has a "broad-ranging, highly competent collection of unassuming and uniformly excellent lawyers."
By combining intellectual firepower with trial and appellate advocacy, the Litigation practice enjoys great success handling complex, high-stakes litigation for a wide variety of clients around the world.
Similarly, the team's International Arbitration practice works with clients to resolve matters outside the court system. Our arbitration lawyers are well-versed in both common law and civil law procedure and have pioneered the application of advanced trial techniques to arbitration. They are also recognized for their commercial edge and skill in drafting international arbitration clauses that are tailored to the interests of our clients, the complexities of each transaction and to mitigate jurisdictional risks.