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Orangemint Technologies Pvt Ltd · Mumbai, Maharashtra, India

Manager Contracts Counsel - International Commercial Contracts

seniorfull timePosted 2 days ago
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Do you want to master the complex legal landscape of global retail, driving 200+ high-stakes cross-border transactions annually across international jurisdictions, licensing, and trade laws?

Join us as Contracts Counsel - Manager to spearhead international contract lifecycle management and safeguard iconic global brands.

JOB DESCRIPTION - CONTRACTS COUNSEL - MANAGER

I. POSITION DETAILS

Position / Job Title: Contracts Counsel - Manager

Business: Aditya Birla Fashion & Retail Limited

Unit: Aditya Birla Fashion & Retail Limited

Department: Legal

Location: Mumbai (Kurla Office)

Salary: INR 20-25L/annum

II. JOB PURPOSE

In relation to ABFRL, ABLBL, and ABDFVL and their subsidiaries:

· To manage entire contract cycle by drafting, reviewing, negotiating the international commercial contracts as per the business requirement, to mitigate legal risks arising from the commercial contracts through standardization of contracts, identification of legal risk in contracts, negotiation of clauses with internal and external stakeholders and reporting risks.

· To support international business operations and independently manage complex cross-border commercial transactions.

· To advise business teams on contractual structuring, legal, commercial, regulatory, tax and dispute-related risks arising from transactions across multiple jurisdictions.

· To mitigate legal risks through creating awareness about laws, processes and legal risks through trainings, focused group discussions, newsletters, etc., to the above businesses and implementation of new processes or process corrections in line with the company's policies and practices.

· To co-ordinate with external counsel, auditors and business stakeholders in matters pertaining to international commercial transactions, cross-border buying and selling arrangements, international trade issues, audits and collection of documents/evidence.

III. JOB CONTEXT & MAJOR CHALLENGES

1. Scope of Work (Entities & Brands Covered):

· Aditya Birla Fashion and Retail Limited (Pantaloons, Ownd, International Business (TC, GL, PRL, etc., TCNS))

· Aditya Birla Lifestyle Brands Limited (Madura Businesses, including Reebok, American

2. Volume & Nature of Contracts:

The average number of contracts to be handled annually ranges from 200 to 300 international commercial contracts (including both executed and non-executed agreements).

The nature of these contracts spans 10 to 15 distinct contract types, including:

· Brand and intellectual property licensing agreements

· Distribution, franchise, and agency agreements

· Purchase, supply, and sale of goods agreements

· Manufacturing, sourcing, and procurement agreements

· Import-export arrangements

· Employment, consultancy, and independent contractor agreements

· Technology, digital, e-commerce, and service agreements

· Confidentiality and business collaboration agreements

· Settlement and dispute resolution agreements

· Other strategic commercial arrangements with international counterparties

3. Core Responsibilities & Operational Context:

· End-to-End Contract Management: Drafts, reviews, negotiates, executes, and maintains safe record-keeping of a diverse portfolio of international commercial contracts.

· Standardization & Workflows: Proactively creates and updates standard contract templates, playbooks, and legal workflows aligned with international best practices; identifies process inefficiencies and implements governance frameworks/SOPs.

· Legal & Regulatory Advisory: Ensures compliance with global laws, FEMA, foreign exchange regulations, company policies, approval matrices, and governance requirements; provides commercially pragmatic advice on contractual structuring, risk allocation, and liability management.

· Unfamiliar Jurisdictions: Analyses unfamiliar legal issues across jurisdictions and effectively engages with foreign counsel and specialist advisers.

· Contract Repository: Implements, manages, and maintains a centralized contract repository to ensure audit-readiness and operational efficiency.

· Cross-Functional Legal Support: Facilitates cross-functional support on disputes, IP, compliance, and strategic business initiatives; develops legal awareness programs and training modules.

· Monitoring & Reporting: Monitors international legal and regulatory changes, assesses business impact, seeks approvals, and communicates updates via monthly newsletters and management dashboards.

4. Major Challenges:

A. Internal Challenges:

· Balancing competing priorities across multiple business verticals and stakeholders with varying timelines for review, negotiation, and execution.

· Managing diverse stakeholders across functions and geographies with differing levels of legal understanding, risk appetite, and commercial objectives while driving standardization.

· Supporting complex cross-border transactions while balancing commercial goals with legal, regulatory, and compliance requirements.

· Coordinating proactively with legal verticals (Compliance, IP, Litigation, Secretarial) to resolve issues impacting international operations.

B. Time Constraints:

· Managing conflicting timelines across multiple business units and jurisdictions with compressed review schedules due to commercial urgency.

· Supporting urgent requirements involving international contracts, strategic partnerships, overseas sourcing, technology, expansion, and evolving regulations.

· Managing negotiations across multiple time zones and coordinating with overseas counterparties and external counsel without delaying timelines.

C. Resource & Bandwidth:

· Independently managing high volumes of international commercial contracts and complex cross-border transactions.

· Addressing unexpected contractual disputes, claims, execution challenges, regulatory issues, and stakeholder escalations.

D. External Challenges:

· Coordinating with overseas counterparties for timely negotiation, execution, and implementation.

· Managing multiple external counsels and consultants across jurisdictions to ensure practical, aligned, and compliant outcomes.

· Navigating differing legal systems, contracting practices, governing laws, and dispute resolution mechanisms.

E. Regulatory & Multi-Jurisdictional Complexity:

· Evaluating, structuring, and negotiating complex cross-border transactions across legal, commercial, regulatory, tax, IP, and dispute risks.

· Advising on jurisdiction-specific considerations: common law vs. civil law systems, FEMA, foreign exchange, international taxation, sanctions, ABAC (FCPA/UK Bribery Act), AML, competition, and privacy/data protection laws.

· Managing legal/commercial risks, supporting contract enforceability, cross-border dispute resolution, international arbitration, and regulatory compliance.

· Monitoring global legal and regulatory developments and ensuring alignment with internal governance and business goals.

F. Data Governance and Reporting:

· Maintaining comprehensive, accurate records of international contracts, approvals, compliance documentation, and key obligations.

· Ensuring timely collection, digitization, and maintenance of executed agreements to facilitate audit readiness, contract governance, and management reporting.

IV. PRINCIPAL ACCOUNTABILITIES

1. Accountable for managing end-to-end contract cycle for International Contracts within agreed TAT and processes:

· Independently draft, review, negotiate, and advise on a wide range of international commercial agreements (licensing, distribution, franchise, agency, sourcing, procurement, manufacturing, import-export, technology, digital, e-commerce, consultancy, settlement, strategic arrangements).

· Lead contract negotiations with overseas counterparties, external counsel, and business stakeholders.

· Translate commercial objectives into appropriate contractual structures, protections, and risk-allocation mechanisms.

· Advise business teams on legal and contractual implications of proposed international arrangements and recommend commercially practical solutions.

2. Cross-Border Transaction Structuring and Legal Advisory:

· Apply knowledge of common law and civil law systems while advising on international contracts and transactions.

· Evaluate jurisdiction-specific issues relating to contract formation, interpretation, representations and warranties, indemnities, limitation of liability, liquidated damages, termination rights, and force majeure provisions.

· Assess the enforceability of contractual rights, obligations, and remedies across jurisdictions.

· Assess the need for specialist local-law advice, coordinate with foreign counsel, and integrate advice into transaction strategy and documentation.

3. Governing Law and Dispute Resolution Advisory:

· Advise on governing law, jurisdiction, and dispute resolution strategies for international transactions.

· Draft and negotiate provisions relating to international arbitration, litigation, mediation, and other dispute resolution mechanisms.

· Assess enforceability of contractual protections, judgments, and arbitral awards across jurisdictions.

· Assess dispute resolution mechanisms from an enforceability and commercial perspective, considering location of parties, assets, and performance.

4. Cross-Border Tax and Payment Advisory:

· Identify key tax implications in international contracts, including withholding taxes, royalties, service fees, permanent establishment risks, tax allocation/gross-up provisions, and cross-border payment structures.

· Understand contractual implications of Double Taxation Avoidance Agreements / Treaties (DTAA/DTT) and work closely with internal/external tax specialists.

· Assess foreign exchange and cross-border payment considerations, including applicable FEMA and RBI requirements.

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