Legal & Compliance for Business
Your business is only as dependable as the vendor you did not check
A printer who misses the festival deadline, a developer who holds the only copy of your website, a supplier whose invoice does not show up in your GST records. Most vendor problems are not dramatic. They are small gaps that nobody wrote down, discovered when the pressure is highest. This session walks through how to check a vendor before you commit, what belongs in writing, how to pay suppliers properly, and what to do when it goes wrong. It is awareness, not legal advice.
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Most vendor disputes are about what nobody wrote down.
Owners tend to think about legal risk in terms of customers and employees, and treat vendors as a matter of price and relationship. Yet vendors decide your delivery dates, your quality, often your data, and sometimes your tax position. When a vendor fails, you are the one your customer blames.
This session is general information for awareness. It is not legal advice, and it does not replace a qualified lawyer, company secretary or chartered accountant, who should be consulted about a specific situation.
What the session covers
40 topics across 7 areas. Seven parts, from choosing a vendor to ending the relationship. 6 apply to almost any business; the rest only in a particular case.
Checking a Vendor Before You CommitTen minutes of checking is cheaper than a failed order.6
- Who the vendor actually is: legal name, address, and whether they are a proprietorship, firm or company
- Whether they hold a GST registration, which you can look up on the official GST portal
- Whether they say they are a micro or small enterprise, and if so a copy of their Udyam certificate
- References or past work you can verify yourself
- Who will actually do the work, and whether it is subcontracted
- How dependent you would be on them if they stopped tomorrow
A GST number tells you a registration exists. It does not tell you the vendor is reliable.
What to Put in WritingEven a two-page agreement beats a chat thread.8
On ownership of what a vendor creates, such as a logo, software, photographs or written content, the default position under Indian copyright law does not always give it to the person who paid for it, and a transfer of copyright has to be in writing. Ask a lawyer to confirm the position for your case.
- Exactly what is being supplied, with specifications, quantity and quality standards
- Price, what it includes, and what changes it
- Delivery dates and what happens if they slip
- How you accept or reject the work, and within what time
- Payment terms, and what happens if either side pays or delivers late
- Confidentiality of your customer lists, designs and prices
- Who owns what is created for you
- How the arrangement ends, and what the vendor hands over
Paying Vendors ProperlyWhen the supplier is small, the law has views on timing.6
- Under the MSMED Act, 2006, section 15, payment to a micro or small enterprise supplier is due on the date agreed in writing, and that agreed period cannot be longer than 45 days from the day of acceptance or deemed acceptance
- Where there is no written agreement, the Act's shorter 'appointed day' of 15 days applies
- Section 16 of the Act provides for interest on late payment, at three times the bank rate notified by the Reserve Bank, with monthly compounding
- Section 43B(h) of the Income-tax Act, 1961 delays your tax deduction for such sums until you actually pay; the Finance Ministry has said it corresponds to section 37(2)(g) of the Income-tax Act, 2025, which applies from 1 April 2026
- Record the date you accept goods or services, because the clock runs from there
- A separate session covers the rule, the dates and the portal in detail
Check the current text with your chartered accountant. Medium and large suppliers are not covered by these particular provisions.
Vendor Invoices and Your Tax PositionA vendor's filing mistake can become your lost credit.5
- A proper tax invoice with the vendor's GSTIN and the right rate
- Input tax credit under the GST law depends on conditions, including that the invoice appears in your GSTR-2B, so a vendor who files late can delay your credit
- Reconciling purchase invoices against your GST records every month, not every year
- Which vendor payments may need tax deducted at source; ask your accountant
- Keeping the order, delivery proof and invoice together
Dependence, Data and ContinuityWhat happens if they disappear, retire or raise the price?5
- Keeping your domain name, hosting, social accounts and software licences registered in your own name
- Having your own copy of files, designs, source material and customer data
- A second supplier you have spoken to, for anything critical
- A written handover if a freelancer or agency leaves
- Not sharing one admin password with the whole vendor team
Vendors Who Handle Your Customers' DataAhead of the data protection rules that apply in full from around May 2027.5
- Which vendors see customer data: payment tools, courier firms, marketing and WhatsApp tools, web developers, accountants
- Under the Digital Personal Data Protection Act, 2023, a business that decides why and how data is used stays responsible for what a vendor does on its behalf, and may engage a processor only under a valid contract
- The Rules list contract provisions on security safeguards among the measures expected
- Asking vendors how they protect and delete your data
- A separate session covers the Act and Rules and their phasing
When a Vendor Lets You DownIf it appliesCalm, written and in order.5
- Record what was promised, what was delivered and when
- Tell the vendor in writing what is wrong and what you want, with a date
- Read the contract before refusing to pay, because withholding the whole amount can backfire
- Protect your customer first: arrange a stop-gap supplier
- Escalate to a lawyer when the loss is large, the contract is unclear or the vendor stops responding
A notice or refusal to pay can have legal consequences. Take advice before sending one.
Questions to ask before you sign with a vendor
- Is what we agreed written down, in words both of us read the same way?
- What happens if you deliver late or the quality is wrong?
- When does payment fall due, and from which date does it count?
- Who owns what you create for us?
- Will you see our customers' data, and how do you protect it?
- What do we get if we end this arrangement?
What this session is not
- Not legal or tax advice for any particular business
- Not a template contract to copy
- Not a promise that a written agreement prevents every dispute
- Not a substitute for a lawyer reviewing a contract that matters
- Not a commentary on any named vendor or supplier
How the session runs
Led by a facilitator, with a qualified lawyer, company secretary or chartered accountant where the topic needs one. It works from made-up examples, clearly labelled as such, such as an agency that delays a campaign or a supplier whose invoice does not match. Participants then run the vendor checklist on one real vendor of their own and note the three gaps to close first. Nobody is asked to name a vendor. The facilitator points participants to the official sources for any time-limited rule, because the law can change after the session.
What your students leave with
- A simple checklist for vetting a vendor before the first order
- The terms worth putting in writing, even for a small job
- An understanding of the payment time limits that can apply when a supplier is a micro or small enterprise
- A view of where a vendor's mistake can become your tax or data problem
- A way to reduce dependence on a single supplier or freelancer
- A clearer sense of when a vendor dispute needs a lawyer
Scheduled sessions
Nothing scheduled yet
Sessions are arranged with a college once a date is agreed. Ask us and we will find the right person for it.
A student rather than a college? See what is coming up, or ask your placement team to host this.
A vendor you have checked, and agreed terms with in writing, is a supplier. One you have not is a risk.
Tell us who your students are and what stage they are at. Sessions are free for participants.