Company formation and foreign investment
Choice of entity, incorporation, shareholding and funding structures, and the FDI and RBI approvals and filings that a foreign investor needs.

Advice for businesses, investors and institutions from the day a venture is planned: how it is structured and funded, the contracts it signs, and the compliance it has to keep.
Most legal risk in a business is settled long before any dispute: in the choice of entity, the shareholders' agreement, the supply contract, or the filing that was missed. The corporate practice advises Indian and foreign businesses, investors, banks and public sector undertakings on those decisions, and on the approvals that come with them.
In Chhattisgarh that often means projects tied to land, power and minerals. Title is traced through the State's land records on its Bhuiyan portal, agricultural land has to be diverted under the Chhattisgarh Land Revenue Code, 1959 before industrial use, and plants need consents from the Chhattisgarh Environment Conservation Board.
Each heading opens onto a page that explains the law, the procedure and the forum in detail.
Choice of entity, incorporation, shareholding and funding structures, and the FDI and RBI approvals and filings that a foreign investor needs.
Legal due diligence, share purchase and subscription agreements, shareholders' and joint venture agreements, and schemes before the NCLT.
Vendor, supplier, distribution, service and technology contracts, non-disclosure agreements and letters of intent, drafted, reviewed and negotiated.
Board governance under the Companies Act, legal audits, anti-bribery procedures, POSH and whistle-blower mechanisms, labour codes compliance, and compliance under the Digital Personal Data Protection Act, 2023.
Indirect and direct tax advice, replies to GST notices, and appeals up to the GST Appellate Tribunal, whose Raipur Bench has functioned since April 2026.
Listing obligations and SEBI compliance, merger control filings before the Competition Commission of India, and trade mark registration, licensing and enforcement.
Project contracts and power purchase agreements, mining leases and approvals, and environmental and forest clearances.
Usually not. Most sectors are under the automatic route, where the investment needs no prior approval but must respect sectoral caps and conditions and be reported to the Reserve Bank of India. Approval is needed in sectors on the government route, and for any investment from an entity of a country that shares a land border with India. Those proposals are filed on the Foreign Investment Facilitation Portal.
In a share purchase the buyer acquires the company itself, with its history, liabilities, licences and contracts intact. In a slump sale the seller transfers a business undertaking as a going concern for a lump sum, and the buyer takes only what is transferred. Contracts, licences and employees then have to move across, often with consents, and the tax and stamp duty treatment differs.
Section 9 gives a commercial organisation a defence if it proves that it had adequate procedures, in line with guidelines the Central Government may prescribe, to prevent persons associated with it from giving undue advantages to public servants. A defensible programme shows that the organisation assessed its risks, set clear rules, vetted intermediaries, trained staff, monitored payments and acted on red flags.
Within the time stated in the notice, with a written reply that answers every allegation, reconciles the figures and attaches the supporting documents. Ask for a personal hearing: Section 75(4) of the CGST Act requires one where it is requested or where an adverse order is contemplated, and Section 75(5) allows no more than three adjournments. A reply that ignores an allegation, or arrives after the order, leaves little to argue on appeal.
The Foreign Investment Promotion Board was abolished in 2017. Government-route proposals now go through the Foreign Investment Facilitation Portal to the ministry or department responsible for the sector, with DPIIT coordinating. Reporting of the investment under FEMA stays with the Reserve Bank of India. Approvals and guidance from the FIPB era should be read against the current FDI policy before anyone relies on them.
It reviews the target's title to shares and assets, material contracts, licences and approvals, litigation, tax exposure, employment and regulatory compliance. The findings shape the price, the conditions precedent, the warranties and any specific indemnities, and sometimes the structure itself. A red-flag report covers only the issues that affect the deal; a full report describes each area in detail.

Call, write or visit the Raipur or Bilaspur office to discuss a matter. Please do not send confidential documents until the firm has confirmed that it can act for you.

Adhiraj Devraj Surana
& Associates
The Bar Council of India does not permit advocates to solicit work or advertise. By choosing to enter this website (www.adsalaw.com), you acknowledge that you are seeking information about Adhiraj Devraj Surana & Associates of your own accord, and that there has been no solicitation, advertisement or inducement by the firm or its members.
The material on this website is provided at your request for information only. It is not legal advice and should not be read as soliciting or advertising. The firm is not liable for any consequence of action taken in reliance on it. If you have a legal problem, please seek independent legal advice.