A substantial part of our practice focuses on commercial law. We are reputed for our excellent litigation practice in commercial law. We work alongside the most capable commercial litigators to give to our clients the most targeted solutions. ETUDE DYA GHOSE, Attorneys instructs across all areas of commercial law, in particular shareholder disputes, share sale agreements, joint venture agreements, banking and finance disputes, contractual disputes, shipping, construction and telecoms. We also advise and assist clients on several corporate-related matters including composition and responsibilities of boards, directors independence and conflict issues, fiduciary duties of directors amongst others. We assist clients in drafting of their agreements and further offer services to guide them through incorporation of their companies.

We have further successfully represented directors and companies in obtaining discharge of freezing orders on their assets by regulatory bodies.

We have appeared in landmark cases before the Supreme Court of Mauritius and in notable cases which have shaped jurisprudence specially in commercial/insolvency law in Mauritius.

Key experience:

• Defending Administrator’s position in major local and international commercial and arbitration matters involving Devas Companies and the Republic of India, following claims of some $ 600 million, arising out of alleged cancellation of lease agreement by the Government of India.

• Advising UBS AG Singapore Branch & UBS AG in relation to a joint loan facility agreement for an amount of USD 13m with the Mauritius Commercial Bank (MCB) to a Singaporean company. MCB entered a claim against UBS before the Supreme Court of Mauritius following a dispute over the terms of the loan facility agreement.

• Acted for directors of a commercial bank incorporated in Mauritius since 2007, in relation to injunctive reliefs sought by a minority shareholder of the Bank, to prevent the transfer of shares resulting in the later holding some 75% shareholding in the Bank. Also initiated procedures by the directors of the Bank for the discharge of interim orders obtained by minority shareholder to prevent the aforesaid transfer of shares. Also formerly represented the Chairman in a dispute with another independent and non-executive director to hold board meetings with agenda in contravention to compliance rules.

• Acting for investors in USD 15 million claim arising out of breach of Private Placement & Information Memorandum and other agreements between investors and fund manager.

• Acting for the State Bank of Mauritius to challenge the issue of a disclosure order against its clients.

• Advised and acted for major conglomerates in schemes of arrangements, acquisitions, mergers, amalgamations and fund raising.

• Acted in a successful claim for a major company in accountancy field related to siphoning and misappropriation of funds by an employee through false representation and forged signatures.

• Acted for and defended a management company in a hacking claim of USD 1.5 Million.

• Represented JPMP MPL Holdings Limited (JPMP) up to the Judicial Committee of Privy Council in a joint venture dispute between JPMP and Leedon Ltd, relating to a right of first offer and proprietary nature of such right and construction of Shareholder agreement amongst others.

• Acting for directors and offshore companies in dispute involving share transfer, management powers, shareholder rights, and insolvency matters. The dispute arose out of a share purchase agreement wherein the purchaser is vindicating its rights to fully paid up shares in the authorised company, but which the director is refusing to approve on the board of directors. Also successfully obtained injunctive relief to prevent holding of board meetings and seeking order for specific performance in respect of appointment of registered agent in offshore company.

• Initiated a number of derivation actions for shareholders to act on behalf of the company.

• Represented a company incorporated in British Virgin Islands, in a series of litigation cases arising out of a dispute over a loan of RMB 1.5 m given to a Global Business Company incorporated in Mauritius, to develop residential units in Shanghai.

• Advised and defended a GBC in energy sector in a series of cross-border litigation cases entered by its majority shareholder, with respect to its shareholdings and directorships and the issue of shares amounting to some USD 7.8 million.

• Successfully obtained discharge of freezing orders and disclosure orders for banks, companies and directors.