The architecture that decides whether the India operation runs cleanly is not the entry file \u2014 it is the Day-2 file. Contracts, employment, IP, DPDPA and disputes. We are the outside counsel that owns all five, on a single rhythm, for the foreign parent.
MSA · SOW · NDA
India-calibrated MSA, SOW, NDA, channel and customer templates with stamp duty, registration and arbitration pre-set.
IDA · 4 Codes · POSH
Contracts, handbooks, Internal Committee charter, labour-code mapping and Day-1 statutory registration architecture.
Copyright · Patents · TM
Written assignments, works-made-for-hire, moral rights waiver, contractor IP capture and trademark / patent portfolio plan.
DPDPA · DPDP Rules 2025
Privacy Notice, lawful basis matrix, consent flow, Consent Manager integration, breach SOP and DPIA register.
A&C Act · SRA · NY Conv.
Seat, institution, governing law, emergency arbitration, interim relief under Section 9 / 17 and award enforcement plan.
CS · CFO · Audit
Monthly compliance calendar, board pack, audit defence, regulator coordination and a single counsel point for the foreign parent.
India-calibrated templates for every commercial line. Stamp duty, registration and arbitration pre-set in the master.
Standard contract, handbook, POSH charter, statutory registrations and labour-code mapping. The Day-1 People file closes.
Present, written assignments in every employee and contractor agreement. Trademark / patent portfolio plan with timelines.
DPDPA implementation: notice, lawful basis, consent flow, Consent Manager, breach SOP, retention register, DPIA where SDF.
Seat, institution, governing law and emergency arbitration in every contract. Interim relief and enforcement strategy on file.
Monthly compliance calendar, board pack, audit defence and a single counsel point for the foreign parent. Operate, do not react.
Day-2 is everything that operates after the entity is live: MSAs, SOWs, NDAs, customer agreements, vendor contracts, channel and reseller agreements. We build the templates calibrated to Indian law (Indian Contract Act, 1872, Specific Relief Act, 1963 as amended in 2018, ICC and Centres of Arbitration Act, 1996) and to your industry — with stamp duty, registration and witness requirements pre-set, and a clear escalation and arbitration clause. The library replaces the one-off drafting that drains the in-house team.
The stack runs across the Industrial Disputes Act, the Payment of Wages Act, the Minimum Wages Act, the EPF Act, the ESI Act, the Maternity Benefit Act and — once notified — the four Labour Codes (Wages, IR, OSH, Social Security). Layered on top is the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 which requires an Internal Committee at every workplace with 10 or more employees and a defensible policy / training / annual return. We design the contracts, the policies and the Internal Committee charter together.
No. India follows a documented-assignment model. Under the Copyright Act, 1957 (Section 18 and 19) and the Patents Act, 1970 (Section 6 and 7), IP must be assigned in writing with specified rights, territory and consideration. Employment contracts must contain a present, written assignment of all foreground IP, with a clear works-made-for-hire and moral-rights waiver. Contractor SOWs need the same and require notarisation depending on value. The default rule does not protect the foreign owner — the contract does.
The Digital Personal Data Protection Act, 2023 read with the DPDP Rules notified on 13 November 2025 imposes a graded set of obligations on every Data Fiduciary, with full enforcement of substantive obligations under Rules 3–6 effective 13 May 2027. The operating model includes Privacy Notice, lawful basis architecture, Consent Manager integration, breach notice within 72 hours to the Data Protection Board, retention deletion register and DPIA where Significant Data Fiduciary criteria are met. Penalty ceiling is ₹ 250 crore per failure under Schedule. The Day-2 system, not a policy on a webpage.
The seat decides curial law and the court of supervisory jurisdiction. Indian-seat arbitration is governed by the Arbitration and Conciliation Act, 1996 (as amended in 2015, 2019 and 2021). Foreign seat (Singapore, London, Hong Kong) is enforceable in India under Part II of the Act (New York Convention). The decision is a function of counterparty risk, asset location and likely interim relief. We design seat, institution (SIAC / LCIA / ICC / MCIA / DIAC), governing law and emergency arbitration access together — in the contract, not after the dispute.
WOS, LLP, Branch, Liaison Office and Project Office \u2014 form, governance and Day-1 registers.
Investment route, sectoral caps, PN 3, FCGPR, FCTRS and downstream investment.
RBI, SEBI, MeitY, CDSCO, IRDAI, BIS \u2014 licence architecture mapped and sequenced.
Contracts, employment, IP, DPDPA and disputes are one operating system. We run it for the foreign parent.