Year: 2025

virtual power purchase agreements

Integrating Virtual Power Purchase Agreements into India’s Power Market: Proposed Changes to the Regulatory Framework

Insights | October 15, 2025 | Practice Area: , , ,

Certain changes to the Indian regulatory framework, as applicable to virtual power purchase agreements (“VPPAs”), have been recently proposed by the Central Electricity Regulatory Commission (“CERC”) pursuant to draft regulatory instruments – including through VPPA-specific guidelines, as well as necessary amendments to existing CERC regulations related to the power market and renewable energy certificates (“RECs”), respectively.
With the broad aim of enabling power consumers and obligated entities to meet their respective renewable consumption obligations (“RCOs”) pursuant to the Indian Government’s decarbonization targets and proposed energy security transition, and given the acknowledged utility of VPPAs to facilitate such mandatory RCO compliance, the draft amendments aim to (i) integrate VPPAs into the Indian power market, including by defining the nature and essential features of such contracts, and establishing their placement within the over-the-counter (“OTC”) market, (ii) provide concrete mechanisms for VPPAs to function as viable market instruments, and (iii) clarify the treatment of RECs under the contractual scheme of VPPAs. Accordingly, OTC platforms now have the additional objective of facilitating transactions between buyers and sellers in respect of contracts related to VPPAs and RECs, among others.
This note analyzes the draft amendments with reference to VPPAs.

online gaming act

India’s New Online Gaming Law: Implications for the Gaming Ecosystem

Insights | October 3, 2025 | Practice Area: ,

The Promotion and Regulation of Online Gaming Act, 2025 (the “Online Gaming Act”) introduces a new regulatory framework for the gaming sector. The Online Gaming Act marks a significant shift in India’s approach to online gaming by recognizing and promoting e-sports and social games, while prohibiting all forms of real-money online games irrespective of whether they are skill- or chance-based. It extends in its application to both domestic and offshore operators targeting Indian users, as well as other participants in the gaming ecosystem such as financial intermediaries and advertisers.
The Online Gaming Act prescribes stringent penalties for non-compliance and establishes a central Gaming Authority with wide-ranging supervisory and enforcement powers.
This note analyzes the provisions of the Online Gaming Act, the regulatory and compliance risks for industry participants and its future implications.

National Company Law Tribunal

India’s Company Law Tribunals at a Crossroads: Jurisdictional Overlaps, Forum Shopping and the Way Forward

Insights | October 1, 2025 | Practice Area: , ,

The establishment of the National Company Law Tribunal (“NCLT”) and the National Company Law Appellate Tribunal (“NCLAT”) represented a pivotal moment in India’s corporate litigation landscape. These statutory tribunals were conceived as part of a broader project to modernise the adjudication of corporate disputes in India by relevant domain experts. However, nearly a decade after their operationalisation, the functioning of the NCLT and NCLAT has exposed a growing tension. The statutory architecture of the NCLT and NCLAT rests on exclusive jurisdiction-conferring clauses such as Section 430 of the Companies Act, 2013 (the “Companies Act”), and Section 60 of the Insolvency and Bankruptcy Code, 2016 (the “IBC”). These provisions expressly bar the jurisdiction of civil courts in matters where these tribunals are empowered to adjudicate. Appellate mechanisms under both the above statutes envisage a streamlined appeal mechanism from the NCLT to the NCLAT, and ultimately to the Supreme Court of India.
While in theory, this framework appears robust, in practice, however, these tribunals have become increasingly enmeshed in jurisdictional conflicts with civil courts, arbitral tribunals, sectoral regulators, and specialised adjudicatory bodies. As a result, the corporate litigation regime in India is characterised by procedural inconsistency, overlapping authority, leading to the tactical use of forum shopping by litigants.
In this note, we investigate these conflicts through a focused examination of four key domains that fall within the remit of the NCLT and the NCLAT: (i) corporate insolvency; (ii) corporate restructuring; (iii) shareholder governance and remedies; and (iv) auditor fraud and misconduct. The ambiguities in these areas have enabled litigants to exploit institutional gaps, undermining efficiency, delaying resolution and producing conflicting outcomes. To address these concerns, we propose certain legislative and procedural reforms aimed at restoring the exclusivity and institutional integrity that the framework was originally designed to achieve.

Indian maritime laws

Charting a New Course: An Overhaul of India’s Maritime Legislation

Insights | September 30, 2025 | Practice Area: , , ,

India’s maritime sector has expanded substantially over the past 10 years. To improve upon the growth spurt, the Government has recently adopted five new legislations with the aim to modernize regulations, boost investment and streamline port operations. This note seeks to highlight certain key provisions introduced in these pivotal legislations and recent policy.

CIV scheme

Regulatory Update: Introduction of a New Co-Investment Scheme for AIFs by SEBI

Legal Updates | September 29, 2025 | Practice Area: , ,

The Securities and Exchange Board of India has introduced a new Co-Investment Vehicle Scheme (“CIV Scheme”) under the AIF Regulations, effective September 9, 2025, allowing Category I and II AIFs to offer co-investment opportunities directly to accredited investors. The CIV Scheme serves as an in-house alternative to the Co-investment PMS route, with clear rules on eligibility, investment limits, governance, and exits. Exemptions from certain AIF requirements provide operational flexibility, while safeguards such as ring-fencing of assets, pro-rata rights, and strict compliance standards ensure investor protection.

AI framework in the Indian financial sector

A Framework for Using AI in the Indian Financial Sector

Insights | September 23, 2025 | Practice Area: , , ,

On August 13, 2025, a committee constituted by the Reserve Bank of India (“RBI”) released its report with respect to a proposed framework for the responsible and ethical enablement (FREE) of artificial intelligence (AI) models in the Indian financial sector (such report, “FREE AI Report”), pursuant to principles of transparency, responsibility, and ethical deployment. The proposed framework may require RBI-regulated entities, including banks, to undertake significant investments and operational changes, including with respect to new governance structures and capacity-building measures.
In general, the FREE AI Report provides an overview of potential compliance obligations which might be imposed on RBI-regulated entities through future AI-related regulation. In that regard, the report proposes a sector-specific approach based on amendments to existing regulations and new AI-specific rules. Accordingly, a principles-based framework has been recommended for developing new regulations to guide the development, deployment, and governance of AI. The report also recommends including AI regulation within the scope of certain existing RBI master directions, including on cybersecurity, digital lending, customer service, fraud detection, information technology (“IT”) governance, and outsourcing of IT services.
This note provides a broad overview of the FREE AI Report and discusses the ways in which RBI-regulated entities could act upon its recommendations, including for the purpose of preparing for future AI regulation. AI governance requirements may involve the design and implementation of measures and strategies to ensure that AI models deployed in the financial sector are safe, reliable, and trustworthy, including for enhancing customer confidence and trust, and facilitating greater integration of AI models in finance.
 

exemptions from Non-Agricultural Tax

Exemptions from Non-Agricultural Use Certificate and Non-Agricultural Tax for Solar and Wind Energy Power Generation Projects in Maharashtra

Legal Updates | September 17, 2025 | Practice Area: , ,

The Government of Maharashtra (“GoM”) on January 29, 2025 had issued a circular regarding exemptions from non-agricultural use certificates (sanad) for industrial projects. The GoM recently issued another circular on August 7, 2025 introducing important clarifications regarding exemptions from obtaining non-agricultural use certificates (sanad) and payment of non-agricultural tax for solar and wind power projects. This note highlights the similarities, differences, and sectoral focus of the two circulars in order to aid stakeholders in understanding the exemptions in respect of land use for industrial projects and power generation projects in Maharashtra.

sale deed

The Silent Risk in Sale Deed Structuring: Stamp Duty, Under-Valuation Allegations and the Rise of Tax Probes in Land Deals

Insights | September 16, 2025 | Practice Area:

The process of purchasing property in India is intricate and involves multiple stages, from identifying the property to the signing and registration of a sale deed. While it may appear that once you complete the steps of due diligence, obtain necessary sale permissions, finalize documentation and register the sale deed, the process is complete, real estate transactions may still carry risks that surface later.
This note sheds light on such risks involving stamp duty implications, allegations of under-valuation and covers points to be kept in consideration when structuring sale deeds.

Insolvency and Bankruptcy Code

The Insolvency and Bankruptcy Code (Amendment) Bill, 2025

Insights | September 15, 2025 | Practice Area: , ,

The Insolvency and Bankruptcy Code (Amendment) Bill, 2025 (“Bill”) proposes the single biggest overhaul to the existing insolvency framework in India since the Insolvency and Bankruptcy Code, 2016 (“Code”) came into effect in December 2016. The Bill attempts to address various challenges that have arisen with the Code’s implementation and to clarify ambiguities and unintended consequences that have resulted from certain judicial decisions. These changes include amendments to streamline the corporate insolvency resolution process, changes to provide for supervision of the liquidation process by the committee of creditors, clarifications on treatment of security interests in liquidation and changes to the framework for preferential, undervalued, fraudulent, and extortionate credit transactions. In addition, the Bill introduces new concepts such as the creditor-initiated insolvency resolution process, which provides an alternative process to the corporate insolvency resolution process under the Code and enabling provisions for the Government to frame rules on group insolvency and cross border insolvency. These proposed amendments collectively aim to restore the Code’s core principles of clarity, speed, and commercial certainty, while adapting to the evolving requirements of creditors, insolvency professionals, and the broader financial ecosystem. The Bill, which was introduced in the Lok Sabha on August 12, 2025, has now been referred to a select committee of the Parliament for its consideration.
This note decodes the key amendments proposed by the Bill.

dispute resolution clauses

Dispute Resolution Clauses in Commercial Contracts: Lessons from the Supreme Court’s Ruling in South Delhi Municipal Corporation v. SMS Limited

Insights | August 27, 2025 | Practice Area:

Dispute resolution clauses in commercial contracts shape how parties address conflicts and the forums available for their resolution. In South Delhi Municipal Corporation v. SMS Limited, the Supreme Court has clarified that clauses which merely provide for internal review or administrative decision-making cannot be treated as arbitration agreements under Section 7 of the Arbitration and Conciliation Act, 1996. The Supreme Court stressed that an arbitration clause must clearly reflect the parties’ intent to arbitrate and align with best practices of modern arbitration. In this note, we examine the Supreme Court’s reasoning, compare the disputed clauses with model clauses of leading arbitral institutions, and highlight the lessons for drafting dispute resolution provisions in commercial contracts.