Practice area
Lending, borrowing and security across rupee and foreign currency structures — from term sheet to enforcement.
India's banking and finance sector is closely regulated by the Reserve Bank of India, and — where instruments are listed or privately placed — by the Securities and Exchange Board of India. Master Directions on external commercial borrowings, the framework for resolution of stressed assets, and the rules on lending against securities all move frequently, and each revision changes what a lender can price, secure and enforce.
Two developments dominate current practice. The first is the shift of credit onto digital rails: the RBI's directions on digital lending, outsourcing of IT services and customer protection have pulled data protection and cybersecurity obligations squarely into loan documentation. The second is the maturing of the Insolvency and Bankruptcy Code, 2016, which has changed how security is valued at the point it matters most — recovery.
A financing that reads well on paper can still fail at enforcement if the security interest was imperfectly created, registered late with the Central Registry, or structured without regard to the borrower's own regulatory perimeter. Much of our work in this area is about closing that gap before it opens.
We act for both sides of the credit relationship — lenders and borrowers — on rupee facilities, external commercial borrowings, overseas direct investment structures, acquisition and promoter financing, project and infrastructure debt, working capital lines, and the full suite of security documentation that sits beneath them.
Our approach pairs close knowledge of the local statutory position — stamp duty across Andhra Pradesh, Karnataka and Telangana, registration practice, state-level charge creation — with the drafting conventions international lenders expect. We flag the legal risk and the commercial consequence together, because in a financing they are rarely separable.
Public sector and private sector banks, global banks lending into India, non-banking financial companies, credit funds and investment houses, asset reconstruction companies, and corporate borrowers ranging from listed groups to first-time issuers.
Transaction sizes on which members of the team have advised range from approximately USD 5 million to USD 2 billion.
The work inside this practice. Each has its own page setting out what it covers, how it is sequenced and where it is heard.
Structuring and drafting for term loans, working capital facilities and syndicated credit — facility agreements, inter-creditor arrangements, hypothecation and mortgage documents, guarantees and pledges. On the lender side we run legal due diligence on the borrower and the security package; on the borrower side we negotiate conditions precedent, covenant packages and events of default the business can actually live with.
Read moreEligibility, end-use restrictions, all-in-cost ceilings, minimum average maturity, hedging requirements and Loan Registration Number filings under the RBI's ECB framework. We also advise on overseas direct investment structures and the FEMA consequences of guarantees given by Indian parents for offshore subsidiaries.
Read morePrivate placements of non-convertible debentures, debenture trust deeds and security trustee arrangements, information memorandum review, stock exchange listing formalities, and compliance with SEBI's issue and listing regulations and the electronic book provider platform requirements.
Read moreRefinancing and resolution plans within the RBI's prudential framework, one-time settlements, securitisation and assignment of loans to asset reconstruction companies, and analysis of existing security documents to establish what can be enforced, by whom, and in what order.
Read moreSection 7 and Section 9 applications, defending admission, claim filing and verification, committee of creditors representation, scrutiny of resolution plans, avoidance applications and appeals. We run the insolvency, restructuring and dispute resolution angles as one brief rather than three.
Read moreMeasures under the SARFAESI Act, 2002 and proceedings before the Debts Recovery Tribunals, possession and sale of secured assets, and coordination of parallel civil, criminal and regulatory tracks where a default has more than one cause.
Read moreSpecialised advice on questions arising under the Foreign Exchange Management Act, 1999, RBI licensing and Master Directions, NBFC scale-based regulation, digital lending guidelines, priority sector lending classification, and the outsourcing and customer protection frameworks.
Read moreIndicative stages and what each produces. Timelines depend on the case. Where we can give a realistic range, the FAQs below say so.
We read the commercial terms against the regulatory perimeter before drafting starts — eligibility, end-use, pricing caps and security feasibility. Far cheaper to resolve here than at signing.
Corporate authority, title and encumbrance searches, the existing charge position, and consents required from prior lenders. Deliverable is a due diligence report with a risk register.
Facility and security documents, with stamp duty and registration mapped for each state in which an asset sits. Turnaround depends on the number of security providers, not the loan size.
CP checklist management, legal opinions where required, and confirmation of perfection steps — filings with the Registrar of Companies and CERSAI, and sub-registrar registration where relevant.
Covenant monitoring support, waivers and amendments, annual compliance filings, and — if the credit deteriorates — early advice on restructuring or enforcement options.
Where cases in this practice are heard, filed or determined.
Most digital lending arrangements we review were drafted as ordinary service contracts and then patched for the RBI's directions. That order is the problem — the framework changes who may hold the customer, who may collect money, and what must be disclosed before the borrower commits.
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General information about how this practice works. It is not legal advice and does not create a lawyer–client relationship.
Both, though never on opposite sides of the same transaction. We run a conflicts check before taking on any new financing instruction and will tell you promptly if we cannot act.
For a single-lender facility with a straightforward security package, three to five weeks from term sheet to signing is realistic. Consortium facilities, multiple security providers, or assets across several states extend that — usually because of stamp duty and registration mechanics rather than negotiation.
The state in which the document is executed and where the secured asset is located, the nature of the security (mortgage, hypothecation, pledge, guarantee), and whether the state offers a cap or a concessional rate for consortium lending. Andhra Pradesh, Karnataka and Telangana each treat these differently, so we map duty before drafting rather than after.
Before the account is classified, not after. Early advice preserves options — a restructuring within the RBI framework, a one-time settlement, or an assignment — several of which become unavailable or more expensive once enforcement has begun.
Yes. Related-party ECBs are permitted within the RBI framework but carry specific conditions on recognised lender status, minimum average maturity and end-use. We assess eligibility at the structuring stage, because a facility that does not qualify cannot be regularised simply by re-papering it.
Constitutional documents and board or shareholder authorisations, the term sheet or sanction letter, details of existing borrowings and charges, title documents for any asset being secured, and the latest audited financial statements. We send a tailored checklist once we understand the structure.
Yes. The team handles SARFAESI measures, Debts Recovery Tribunal proceedings and insolvency applications before the NCLT, and we regularly act on enforcement of facilities another firm documented.
