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STERLING & VANCE

Advocates & Corporate Advisors

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Corporate Legal Advisory • Pan-India Counsel

Clear Counsel for
Complex Business Decisions.

We provide authoritative legal structuring, transactional diligence, and governance counsel for emerging Indian enterprises, family offices, and cross-border commercial ventures.

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Institutional Focus Areas:

Governance • MCA ComplianceM&A Due DiligenceCommercial ArbitrationFEMA • Cross-Border

Sterling & Vance Corporate Legal Advisory Chambers

Corporate Advisory ChambersBengaluru • Mumbai

Advising corporate boards on fiduciary exposure, M&A transaction contracts, and institutional arbitration under Indian and cross-border regimes.

Corporate Governance

Board charters, secretarial audits & MCA compliance

Mergers & Acquisitions

Transaction diligence, SPA negotiation & FEMA filings

Intellectual Property

Trademark protection, SaaS MSAs & technology licensing

Disputes & Arbitration

MCIA, SIAC tribunals & commercial settlements

Specialized Capabilities

Selected Practice Highlights

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Featured Discipline 01

Corporate Governance & Statutory Compliance

Statutory board advisory, secretarial audits, shareholder pacts, and regulatory compliance for Indian enterprises and multinational subsidiaries.

Board Advisory & Director Fiduciary Duties
Companies Act, 2013 Statutory Mandates
Shareholder Agreements & Voting Trust Pacts

Explore Governance Practice

Featured Discipline 02

Mergers & Commercial Acquisitions

Comprehensive due diligence, cross-border deal structuring, term sheet negotiations, and regulatory closing approvals under RBI and FEMA.

Due Diligence Memoranda

Comprehensive liability taxonomy

FEMA & RBI Compliance

Cross-border inward FDI approvals

Explore M&A Capabilities

Client Engagement Methodology

How We Help Businesses Navigate Legal Complexity

We eliminate ambiguous legal jargon, providing actionable commercial recommendations that enable management to make informed strategic decisions.

Initial Consultation

We discuss your commercial context, immediate corporate objectives, and regulatory requirements in strict confidentiality.

Strategic alignment & conflict verification

Matter Diagnostic

Our advocates examine existing agreements, corporate records, and regulatory exposures to determine exact advisory scope.

Document review & risk taxonomy

Advisory & Execution

We draft agreements, structure transaction terms, or lead negotiations with commercial discipline and precision.

Drafting, redlines & deal closing

Ongoing Support

We deliver finalized documents, schedule statutory compliance reviews, and remain available for ongoing corporate counsel.

Post-closing governance & renewal

Illustrative Scenarios

Representative Corporate Advisory Scenarios

Illustrative case studies based on typical corporate mandates. Fictional scenarios engineered for demonstration purposes.

Logistics & Supply Chain

Scenario A: Corporate Restructuring

Multi-State Group Entity Consolidation

Commercial Context: A founder-led corporate group with 14 fragmented subsidiaries across 5 Indian states faced conflicting shareholder pacts, overlapping inter-company liabilities, and excessive compliance overhead.

Advisory Action: Conducted a systematic diagnostic of entity holdings, tax-neutral merger provisions, and director fiduciary exposures to design a unified parent holding architecture.

Deliverable: Consolidated holding structure roadmap, revised bilateral shareholder covenants, and unified board governance manual.

Enterprise Master Services Agreement (MSA)

Technology & Cloud Infrastructure

Scenario B: Commercial Contract Negotiation

Enterprise Master Services Agreement (MSA)

Commercial Context: An enterprise technology vendor was presented with asymmetric customer contracts imposing unlimited consequential liability, broad indemnities, and onerous IP ownership transfers.

Advisory Action: Executed section-by-section risk allocation, establishing balanced liability caps, mutual intellectual property carve-outs, and clear service-level termination procedures.

Deliverable: Comprehensive redline negotiation brief, executive risk summary memo, and finalized executed commercial agreement.

International Technology Transfer Framework

CleanTech & Advanced Manufacturing

Scenario C: Cross-Border Licensing

International Technology Transfer Framework

Commercial Context: An Indian manufacturing firm sought to license proprietary industrial hardware designs to European distributors while preventing reverse engineering and territory infringement.

Advisory Action: Drafted multi-tier territorial licensing agreements, source code escrow mechanisms, royalty audit covenants, and Singapore-seated arbitration clauses.

Deliverable: International commercial licensing contract suite and IP registry compliance filing checklist.

Editorial Bulletins

Insights & Publications

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Governance & Regulatory•October 8, 2026•7 min read

Corporate Governance Considerations for High-Growth Indian Enterprises

A practical advisory framework for founders, boards, and corporate secretaries navigating MCA compliance, related-party transaction disclosures, and director fiduciary duties.

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Transactions & M&A•September 24, 2026•8 min read

Preparing for a Commercial Transaction: Essential Legal Diligence

A strategic roadmap for promoters and executive leadership preparing for institutional private equity rounds, strategic acquisitions, or cross-border joint ventures.