Corporate Law And Its Practice

Corporate law is a foundation of economic activity. It is a study of legal and external affair matters, Merger and Acquisitions (M&A) and how shareholders, stakeholders, consumers and other parties involved in transaction interact with each other internally through corporate governance and externally through commercial transaction. The laws touch on the rights and obligations of all of the people involved with forming, owning, operating and managing a corporation.

Corporate lawyers could represent a corporation, a partnership association and advise them of their legal rights and duties.Practicing corporate law offers a challenging and sound career for attorneys who can tackle complex concepts and exercise sound judgment.

Corporate lawyers could be working for a medium or a large law firm or a regulatory body like SEBI, IRDAI or RBI.Corporate law is the body of laws, rules, regulations and practices that govern the formation and operation of corporations. It’s the body of law that regulates legal entities that exist to conduct business.

• Practicing Corporate Law:

Corporate lawyers help companies conduct business. They help corporations to do business better. One of the branches of corporate law is Compliance. The lawyers who specialize in this field ensure that there is compliance of rules by the corporation. The lawyers can act as:

i)In house counsel

All corporations of any appreciable size have significant corporate needs, some corporations choose to meet this need by employing lawyers directly with the company. Hiring lawyers to work as employees and work exclusively for the company is called using in-house counsel. A lawyer who works as in-house counsel for a corporation may advise the corporation on a wide variety of matters that relate to corporate law and business activity. A large corporation might find it convenient to have lawyers in offices down the hall who are personally invested in the well being of the corporation.

ii)Solo and small firm corporate lawyers

There are some corporate lawyers who work by themselves or in a small firm. They might focus on the business needs of smaller corporations or startups. A corporate lawyer in a small or solo practice might build their client base with smaller corporations who operate in the geographic area. They might help a corporation get started but refer litigation to another firm. A corporation might want to use a smaller law firm if it’s compatible with their needs.

iii)Counselling of publicly and privately held companies:

The corporate lawyer’s assists the corporation in matters related to issuance of securities, advice on litigation matters and tax matters.Iv)Corporate litigation: When a business is involved in litigation, it becomes corporate litigation. The corporate lawyers who practice in this field take measures to avoid litigation and also manage business disputes with another business.

• The main corporate litigation categories are:

Deceptive or Fraud Practice: When any business adopts fraudulent means to brand their products, or if there has been any misuse of intellectual property.

Banking and Finance: One of the main practice areas in the corporate law is Banking and Finance sector. The corporate lawyers in this field deal with Debt Restructuring, Syndicate lending, Acquisition. The lawyers work in public or private sector banks or financial companies.

International Capital Markets: The Corporate lawyers in International capital market advice on the issuance of debt securities and exchangeable bonds, qualified institutional placements, covered bond programs, Initial Public Offerings (IPO) and work closely with Banks and Venture Capitalist.

Real Estate: The real estate lawyers advice on the Real estate projects undertaken by the companies. They give advice on the joint ventures and property acquisition.

• Corporate laws in India:

In India, under the Companies Act 1956, which is the company law in India, all companies have to register them under the Company Law Act.

There are various corporate laws in India of which some of the most important ones are listed down below:

i. The Companies Act, 1956: An act to amend and consolidate the laws relating to companies. It was introduced in 1956.

ii. Companies Act, 1918: An act to take power to prohibit the alteration of articles of association which restricts foreign interests in certain companies but with the sanction of the Government.

iii. Companies Act, 2006: This act was added for further amendments in the Companies Act,1956. It states that no company shall appoint any individual as a Director if that individual does not have Director Identification Number (DIN) under section 266B.

iv. Competition Act of 2002: It promotes sustainable competition in market and prohibits any anti-competitive business tactics.

v. Foreign Trade Act 1992: An act for the development and regulations of foreign trade by facilitating imports into, and augmenting exports from India.

vi. The Securities and Exchange Board of India Act, 1992: An act to provide for the establishment of a Board to protect the interests of investors in securities and to promote the development of, and to regulate, the securities market.