Topic guide
Corporate & Company Litigation
Plain-language guides to company and commercial disputes in India: recovering money from a company that will not pay, insolvency and winding up, cheque bounce and director liability, shareholder and co-founder disputes, arbitration, and how commercial courts work. Written by the advocates of MDR Law & Associates, Chennai.
30 articles
A Company Isn't Paying My Invoice: Notice, Summary Suit, IBC or Arbitration?
When a company stops paying a valid invoice, there are at least six legal routes to recover the money. Choosing the wrong one costs months — here is how to decide which fits your documents, your contract and the debtor's finances.
Order 37 Summary Suit: Filing, Leave to Defend and What Courts Expect
Order 37 of the CPC is the fast lane for money recovery: the defendant cannot defend the suit unless the court grants leave. This guide explains who can use it, how leave to defend is decided, and where these suits fail.
Legal Notice for Recovery of Money: Format, Time Limit and What If It's Ignored
A legal notice is usually the first step in recovering a debt, but it is mandatory only in some situations. Learn what it should contain, how much time to give, how to serve it, and what happens if the debtor ignores it.
Pre-Institution Mediation (Section 12A): Can Your Commercial Suit Be Rejected Without It?
Section 12A of the Commercial Courts Act requires mediation before most commercial suits are filed. Since the Supreme Court's Patil Automation ruling, skipping it can get your plaint rejected. Here is how the rule works and when urgent relief is an exception.
MSME Delayed Payment: The 45-Day Rule, Interest and the Samadhaan Portal
Micro and small suppliers have a statutory right to payment within 45 days and to interest at three times the RBI bank rate when buyers delay. Here is how the MSMED Act works, how to claim, and the traps that defeat claims.
Director Liability in Cheque Bounce (Section 141): Resigned Directors and Authorised Signatories
When a company's cheque bounces, its directors are often named in the complaint. Section 141 of the NI Act decides who can actually be held liable — and a resigned director, a non-executive director or a mere signatory is not automatically in the clear.
Cheque Given as Security: Does Section 138 Still Apply?
A cheque handed over as security for a loan or supply is often called a blank 'security cheque'. Can it still be presented and prosecuted under Section 138? The answer depends on whether a debt was legally due when the cheque was presented.
IBC Section 9 for Operational Creditors: Demand Notice, the 10-Day Window and the ₹1 Crore Threshold
An unpaid supplier or service provider can ask the NCLT to start insolvency against a defaulting company. Learn how Section 9 works, why the ₹1 crore threshold and pre-existing disputes matter, and why it is not a debt recovery tool.
Received a Section 8 Demand Notice? How a Company Should Respond
A Section 8 demand notice under the IBC gives a company just ten days to pay or raise a dispute. Missing that window can lead to insolvency proceedings. Here is what the notice means, how to prove a pre-existing dispute, and what to do first.
Oppression and Mismanagement (Sections 241–242): Who Can File at the NCLT and When
Minority shareholders who are being sidelined, diluted or kept in the dark can approach the NCLT under Sections 241 and 242 of the Companies Act. Learn who qualifies, what must be proved, and what relief the Tribunal can order.
Removal of a Director: Section 169, Procedure and Remedies
Can a company remove a director before the term ends, and what can the director do about it? Section 169 of the Companies Act sets out who can remove a director, the special notice and hearing required, and the limited remedies available.
Co-Founder Disputes: Exit, Buyout and Reverse Vesting
When co-founders fall out, the law does not ask who started the company first — it asks what the shareholding, the agreements and the vesting terms say. Here is how exits, buyouts and clawbacks actually work in Indian startups.
What Counts as a Commercial Dispute Under the Commercial Courts Act?
Whether your dispute is a commercial dispute decides which court hears it, how fast it must move and whether mediation is compulsory. Here is how the Commercial Courts Act defines the term and what the Specified Value means.
Limitation for Recovery of Money: Three Years, Acknowledgment and Part Payment
Most money claims must be filed within three years, but the clock can restart on a written acknowledgment or a part payment, and pause in some cases. Here is how to calculate whether an old debt is still recoverable.
Breach of Contract: Damages, Liquidated Damages and Penalty Clauses
When a business breaches a contract, what can the other side claim? This guide explains compensation under Section 73, how courts treat liquidated damages and penalty clauses under Section 74, and the duty to reduce your loss.
Bank Guarantee Invocation: Can a Court Stop It?
Courts rarely stop a bank from honouring a bank guarantee, because it is an independent promise. Only fraud of an egregious nature, or special equities such as irretrievable injury, will do. Here is how the rule works and what to do in the short window available.
Attachment Before Judgment (Order 38 Rule 5): Stopping a Debtor From Hiding Assets
Winning a money suit means little if the debtor has moved the assets by then. Order 38 Rule 5 of the CPC allows a court to attach property before judgment, but only on strict proof of intent to defeat the decree.
Won the Decree, Now What? Executing a Money Decree Against a Company
A decree in your favour is not money in the bank. Execution is a separate proceeding with its own rules. Here is how decree-holders trace assets, attach bank accounts and property, and avoid the delays that frustrate recovery.
Lifting the Corporate Veil: When Are Directors Personally Liable for Company Debts?
A company is a separate legal person, and directors are not ordinarily liable for its debts. But the veil can be lifted in cases of fraud, and statutes impose personal liability in specific situations. Here is when creditors can reach a director's personal assets.
Moratorium Under Section 14 IBC: What Happens to Pending Suits and Cheque Cases
When a company is admitted into insolvency, a moratorium freezes suits, executions and recovery against it. Here is what Section 14 covers, how it affects cheque bounce cases and directors, and what creditors must do next.
Winding Up Petition Under the Companies Act: Grounds and How It Differs From IBC
Creditors often ask whether they can have a company wound up. Since the IBC, inability to pay debts is dealt with under insolvency law, and winding up under the Companies Act now rests on other grounds. Here is how the two routes differ.
Shareholders' Agreement vs Articles of Association: Which Prevails and How to Enforce Them
A shareholders' agreement binds the people who sign it; the articles bind the company. When the two conflict, or when a key right is in only one of them, enforcement becomes difficult. Here is how to align and enforce both.
Forged or Disputed Share Transfers: Rectification of the Register
Shares transferred without your consent, a forged transfer form or a refused registration can all be challenged before the NCLT. Here is how rectification of the register works, the time limits, and the evidence you need.
Minority Shareholder Rights: Inspection, Dilution, Rights Issues and Dividends
Minority shareholders cannot out-vote the majority, but the Companies Act gives them real rights to information, to participate in new issues, and to challenge unfair conduct. Here is what a small shareholder can demand and where the limits lie.
Partnership Firm Disputes: Dissolution, Accounts and a Cheating Partner
When partners fall out, the Indian Partnership Act decides how the firm can be dissolved, how accounts are settled and what you can do about a partner who has cheated the firm. Here is how the process works in practice.
Director Siphoning Company Funds: Civil Remedies Beyond a Police Complaint
When a director diverts company money to personal or related-party accounts, a police complaint is only one option. The Companies Act and civil law offer faster, more targeted remedies. Here is how shareholders and companies can recover funds.
Arbitration Clause in Your Contract: Court or Tribunal? Sections 8 and 9 Explained
If your contract has an arbitration clause, can you still go to court? Sections 8 and 9 of the Arbitration Act answer that: courts refer disputes to arbitration, but can still grant urgent interim relief. Here is how the rules work.
Setting Aside and Enforcing an Arbitral Award (Section 34 and Execution)
An arbitral award is final unless it is challenged under Section 34 within a short and strict time limit. Here is when an award can be set aside, how long you have, how awards are enforced, and what the Supreme Court has said about modification.
Non-Compete and Non-Solicit Clauses: Enforceable Under Section 27?
Indian law is strict about restraints on trade. Section 27 of the Contract Act makes most post-termination non-competes void, though restrictions during the contract and in the sale of a business are treated differently. Here is what courts enforce.
Summons in a Commercial Suit: Written Statement Timelines and Ex Parte Risk
If a company is served with summons in a commercial suit, the clock starts immediately: 30 days for the written statement and a hard limit of 120 days. Here is what to do on receiving a summons and how an ex parte decree can be set aside.
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