Tag: Contract Law
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Admitted, Unpaid, Unremedied: Critiquing the Indian Supreme Court’s Ruling on Arbitral Interest
[Madhvi Sharma is a 4th Year B.A. LL.B. (Hons.) student at National Law School of India University, Bangalore.] The Supreme Court of India’s judgment in Union of India v. Larsen & Toubro Limited (2026 INSC 203) raises pertinent issues in relation to arbitral interest. The judgment has been received as a definitive restatement of the law on the contractual bars…
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Corporate Climate Litigation in India: Traversing the Private-Public Law Divide
[Umakanth Varottil is Professor of Corporate Law at the National University of Singapore. This post is a part of the IndiaCorpLaw Blog Symposium on ‘Corporate Law and Climate Change: Indian and Comparative Perspectives’.] At a global level, litigation has emerged at the forefront in combating the adverse effects of climate change. In one type, claimants assert “horizontal”…
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India’s Retreat from Arbitration: A Wake-Up Call for the Arbitration Community
[Manan Shukla is an Advocate specialising in complex commercial disputes and international arbitration] In June 2024, the Government of India (GoI) issued an Office Memorandum (OM) that marked a significant departure from its prior support for arbitration. The OM proposed removing arbitration clauses from contracts below INR 10 crore, citing concerns regarding costs, delay, arbitrator quality and lack…
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Warranty & Indemnity Insurance in Business Transactions: Investor Protection or Risk Displacement?
[Shourya Sharma and Nandita Yadav are students from the batch of 2027 at Jindal Global Law School, Sonipat and National Law Institute University, Bhopal, respectively] The information asymmetry between buyers and sellers of a business or a company impacts risk distribution in mergers and acquisitions (“M&A”) or private equity (“PE”) transactions. Due diligence exists precisely to identify these…
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Investing in the IPL: The Legal Playbook for IPL Franchise Investments
[Rajat Sethi (Partner), Dhruv Nath (Partner), V Sreedharan (Associate) and Akshay Dhekane (Associate) are with S&R Associates, Advocates] Since its launch in 2008, the Indian Premier League (“IPL”) has grown into one of the world’s most successful sporting competitions. In recent years, franchise valuations have soared, media rights deals have hit record highs, and brand partnerships have expanded across sectors, drawing global…
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Enforceability of a Term Sheet: Delhi High Court in OYO vs Zostel Hospitality
[Arjim Jain and Shruti Asati are 5th Year B.A., LL.B. (Hons.) students at National Law University, Odisha] In commercial transactions, especially those involving mergers, acquisitions, and venture capital funding, a “term sheet” plays a pivotal role in outlining the contours of the intended arrangement. While these documents often mark a significant milestone in negotiations, their legal enforceability remains a…
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Bridging the Gap: The Noida Toll Bridge Verdict and the Future of PPPs in India
[Disha Jain is an independent legal practitioner specialising in commercial law] The Supreme Court’s ruling in Noida Toll Bridge Company Ltd. v. Federation of Noida Residents Welfare Association has sent ripples across the infrastructure and investment sectors. It upholds the Allahabad High Court’s decision directing the Noida Toll Bridge Company Limited (NTBCL) to cease toll collection on the…
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Rediscovering India’s Century-old Clarity on Stipulated Damages
[Amoga Krishnan. R is an Advocate] In Cavendish Square Holding BV v. Talal El Makdessi (2015), the United Kingdom Supreme Court eliminated the dichotomy between “genuine pre-estimates” and “penalties” in common law and, with that, recast the contours of the penalty rule. Until then, the reason for the dichotomy at common law between penalties and liquidated damages (“LD”)…
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Rewriting the Rules: Why India Must Embrace Unilateral Option Clauses in Arbitration
[Rishab Chand and Rachit Prakash Mathur are 4th year students at the National Law School of India University, Bangalore] The recent Bombay High Court decision in Tata Capital Ltd. v. Vijay Devji Aiya has reignited the debate on the validity of Unilateral Option Clauses (“UOCs”) in arbitration agreements. While the Court held that UOCs are incompatible with principles of fairness and…
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Breaking Down Break Fees: Regulatory Trends and Legal Perspectives on Deal Protections in M&A
[Arjim Jain and Shruti Asati are 5th Year B.A., LL.B. (Hons.) students at National Law University, Odisha] On May 5, 2025, Singapore’s Securities Industry Council (“SIC”) released a consultation paper proposing significant amendments to the Singapore Code on Takeovers and Mergers, with a sharp focus on regulating deal protection measures—especially break fees. The proposal seeks to generally prohibit break fees unless…