Legal careers often evolve through curiosity, opportunity, and real world experience. In this conversation, Varun Bhutani, Head of Legal at YesMadam, shares his journey from courtroom litigation to leading legal strategy in the startup ecosystem. His experiences across litigation, fintech regulation, and in-house leadership reveal how legal thinking evolves from arguing disputes to building structures that prevent them. At the intersection of law, business, and innovation, his insights offer valuable lessons for young lawyers navigating modern legal careers.
This interview has been published by Anshi Mudgal and The SuperLawyer Team
What first inspired you to pursue law, and how did your early experiences shape your interest in legal practice?
Unlike Bollywood courtroom dramas where someone passionately shouts “Tareekh pe tareekh!” or delivers a powerful speech that instantly wins the case, my journey into law began with something far less dramatic: a curiosity about how rules, systems, and contracts quietly shape the way businesses and society function.
Growing up, I was always drawn to the idea that knowledge carries authority, power, and often the ability to shape one’s future. That belief also comes from a personal family context. My forefathers migrated to India during the partition, a time when survival and rebuilding life took precedence over everything else. Like many families of that generation, they had limited access to formal education or awareness of the opportunities available to them. There are stories in the family about how they were not even aware of certain government provisions at the time including the right of claiming free land that was being offered to displaced families.
But what they may have lacked in information or exposure, they more than compensated for with resilience and relentless hard work to rebuild life. Growing up hearing those stories made me appreciate the value of knowledge and awareness as real forms of empowerment. In many ways, pursuing law felt like embracing that idea, a profession where knowledge not only commands respect but also has the ability to influence outcomes, create opportunities, and sometimes even build generational stability.
Over time, what began as curiosity evolved into a deeper realization that the law is fundamentally about bringing clarity to complexity. Whether advising businesses, structuring transactions, or resolving disputes, the goal remains the same: to use knowledge responsibly to create structure, certainty, and solutions. And that intellectual challenge is what continues to make the profession deeply fulfilling for me.
Beginning your career at a law firm, what key insights did your early experiences in litigation and courtroom practice offer about the legal profession?
Beginning my career at a law firm and stepping into litigation quickly showed me that real courtrooms are very different from the dramatic versions we see in films. Law school equips you with statutes and precedents, but the courtroom teaches you how the law actually operates in practice. Very early on, I realized that judges are far more impressed by clarity and preparation than by dramatic arguments.
Two perspectives from those early years shaped my professional thinking significantly. The first was the opportunity to observe senior lawyers closely. Watching them prepare for matters was itself an education. Every argument was structured, every document carefully examined, and every possible question from the Bench anticipated. Their preparation demonstrated that good advocacy is often built long before the matter is actually called out in court.
One particular line from a senior has stayed with me throughout my career. He once said, “The Bench always appreciates a well-prepared advocate. You may not always get cases with the best facts or the strongest merits in your favour, but what you can always control is your preparation.” His point was simple but powerful even if the case itself is not perfect, a lawyer’s responsibility is to present the client’s position so clearly and comprehensively that the court fully understands the equities involved before delivering its decision.
Another important lesson litigation taught me is that nothing in law is ever as obvious as it appears on the surface. Sometimes the strength of an argument lies in a lawyer’s presence of mind and interpretation of a single word. I remember an early discussion where a senior explained something that completely reshaped my understanding: in a contract, the word “may” can sometimes be more authoritative than “shall”. Law school often teaches us that “shall” is mandatory and “may” is discretionary. But in practice, the real question is the consequence attached to a breach. A clause using “may” backed by strong repercussions can be far more onerous than a “shall” that carries no meaningful consequence.
That insight stayed with me because it highlighted an important reality: legal interpretation is not merely about the wording of provisions, but about context, consequence, and the intent behind the structure of an obligation.
Those early courtroom lessons continue to influence how I approach legal work even today. Whether I am structuring a transaction, reviewing a contract, or advising on risk, the mindset remains the same: prepare thoroughly, interpret carefully, and remember that sometimes the most powerful legal argument lies hidden in the smallest detail.
What motivated your transition from law firm practice to in-house roles within fintech and high-growth startups?
My transition from law firm practice to an in-house role was largely driven by a curiosity to see how legal advice translates into real business decisions. Law firm practice especially when connected with core litigation does give you that instant adrenaline rush and the classic “Vakeel Sahab” feeling that many people associate with the profession. There is a certain intensity in defending a case in court and arguing a position before the Bench.
That said, my decision to move in-house was not because law firm practice is any less powerful or impactful. In fact, litigation and advisory work in firms remain the backbone of the legal profession. It was simply a matter of personal inclination. I gradually realized that while litigation often involves defending a problem once it already exists, the idea of helping structure systems that curb the problem before it arises felt more aligned with my instincts.
That thought process naturally drew me toward in-house roles. Working within a company allows you to engage with the business from the ground up, understanding how ideas evolve into products, partnerships, and operational systems. Instead of stepping in when disputes arise, you are actively involved in designing frameworks that reduce risk and enable sustainable growth.
I was particularly drawn to fintech and high-growth startups because they operate in environments where innovation often moves faster than regulation. This creates unique legal challenges where lawyers are not merely interpreting the law but constantly structuring solutions that allow businesses to grow while staying within regulatory boundaries.
Another aspect that appealed to me was the opportunity to grow alongside the business itself. In litigation, you often encounter companies when they are already dealing with disputes or regulatory challenges. In contrast, being in-house allows you to experience the entire lifecycle of building a business strategy, partnerships, fundraising, governance, and compliance structures.
Ultimately, I realized that this intersection of law with business strategy and growth suited my professional approach more. Being part of the process of building something rather than only defending it when challenged has been both intellectually engaging and professionally fulfilling for me.
During your time with various large companies, what experiences most significantly shaped your understanding of financial regulations and compliance?
Working with large organizations in fintech and regulated financial sectors gave me a much deeper understanding of how financial regulation operates in practice. At its core, lending as a business is simple, deploy capital and earn interest. But because financial services directly impact public trust and economic stability, the sector is understandably closely monitored by regulators like the Reserve Bank of India (RBI).
Over the past few years, we have seen how the fintech ecosystem has also faced its share of challenges from concerns around digital lending apps, opaque fee disclosures, misuse of customer data, and recovery practices, which led the regulator to step in with stronger oversight. Measures like the RBI Digital Lending Guidelines, stricter NBFC–fintech partnership frameworks, and emphasis on direct loan disbursal and repayments between regulated entities and borrowers reflect an attempt to balance innovation with consumer protection. At the same time, regulators themselves are evolving, with efforts toward modernizing and consolidating legacy financial regulations to suit digital-first financial ecosystems.
Another fascinating aspect of working in fintech lending is the vantage point it provides into the wider economy. Every lending decision requires understanding how the borrower’s business makes money, what industry risks exist, and whether the business model is sustainable. In that sense, working with one fintech platform often exposes you to multiple industries at once: logistics, services, e-commerce, manufacturing, and more. Each credit decision becomes a small window into a different business ecosystem.
That exposure taught me that financial regulation and compliance are not merely legal checklists; they are frameworks designed to ensure that capital flows responsibly into businesses that can sustain and grow. Understanding that balance between risk, regulation, and real-world business models was one of the most valuable lessons from my time working with regulated financial institutions.
Having worked across litigation, compliance, and transactional work, which phase of your career would you describe as the turning point in your professional journey?
Looking back, every phase of my career taught me something valuable, but the real turning point came when my work began moving from arguing about problems to designing ways to avoid them altogether.
Litigation was my first real training ground. It teaches you discipline, patience, and the ability to think on your feet. Courtrooms have a very honest way of reminding you that no matter how confident you are, the law and sometimes the Bench, may still surprise you. It builds a certain mental sharpness, and more importantly, it teaches you to prepare for every possible question that might come your way.
But at some point, I realized something interesting: most disputes that reach courts usually start with a poorly drafted clause, a misunderstood obligation, or a risk that was not anticipated early enough. That realization slowly shifted my curiosity from defending disputes to asking a different question, what if the problem could have been avoided in the first place?
When I started working more closely with businesses on compliance and transactions, that question became even more relevant. Instead of stepping in after a conflict had already escalated, I found myself involved at the stage where structures, contracts, and systems were being designed. In many ways, it felt like moving from the emergency room to preventive medicine.
Another interesting shift was understanding the commercial side of decisions. Businesses operate with timelines, growth targets, and operational realities that don’t always wait patiently for perfect legal solutions. That environment teaches you to balance legal precision with practical judgment, which is a very different skill from pure litigation strategy.
So if I had to describe the turning point, it was the moment I realized that the role of a lawyer could extend beyond arguing cases to helping build frameworks that allow businesses to grow without constantly landing in legal trouble. And to be honest, preventing a problem before it appears can sometimes feel even more satisfying than winning an argument after it already exists.
Now leading the legal function in your current role, how are you shaping the legal strategy and compliance architecture for a growing beauty tech platform?
Leading the legal function in a growing beauty-tech platform is both exciting and humbling, because when a company is scaling quickly, legal work stops being just about contracts and compliance, it becomes about building systems that can grow with the business.
My approach has largely been to move legal from being seen as the department that says “no” to becoming a function that helps the business say “yes, but in the right way.” In fast-growing companies, decisions move quickly, so the challenge is to design legal frameworks that protect the company without slowing down innovation or operations.
One of the key focus areas has been building structured compliance architecture clear policies, standardized contractual frameworks, vendor governance systems, and internal processes that ensure regulatory discipline while still keeping the business agile. In a platform-driven business like beauty-tech, where multiple stakeholders interact with gig workers, service partners, customers, vendors, and digital platforms, creating clarity in rights, obligations, and operational standards becomes extremely important.
Another aspect I focus on is integrating legal thinking earlier in the decision-making process. Instead of legal teams stepping in after something has already been decided, we try to be involved when ideas are still being shaped. That way, legal strategy becomes part of the design rather than a corrective mechanism later.
At the same time, working in a consumer-facing platform also means staying very conscious of trust and brand reputation. Compliance frameworks, data protection standards, and transparent customer policies ultimately contribute to building that trust.
In many ways, the role today feels less like managing legal issues and more like designing guardrails for a fast-moving business ensuring that as the company grows, the legal and compliance foundations remain strong enough to support that growth sustainably.
While structuring fundraising transactions and debt instruments, what major challenges have you encountered in aligning regulatory compliance with the evolving landscape?
Structuring fundraising transactions and debt instruments can sometimes feel like solving a puzzle where the pieces keep changing shape. Businesses want speed and flexibility when raising capital, while regulators understandably expect discipline, transparency, and compliance. The lawyer’s role often becomes finding a structure where everyone sleeps peacefully at night: the founders, the investors, and most importantly, the regulators.
One interesting pattern I have noticed is that fundraising and lending often operate in clear “seasons.” When markets are optimistic, industries are growing, and a company has just closed a successful equity round, suddenly everyone seems very enthusiastic to extend credit. In fact, the phone begins ringing a little more frequently than usual, almost like financiers saying “le lo, le lo… humse bhi le lo.” Capital has a funny way of becoming most available precisely when a company appears to need it the least.
On the other hand, when market sentiment becomes cautious, the same lenders start looking far more closely at industry risks, financial stability, and long-term sustainability. It’s almost as if the market collectively switches from optimism to due diligence overnight. In that sense, capital markets have their own psychology.
Having said that, lending decisions are not arbitrary or driven by internal preferences of any one company. At their core, they are always about balancing risk with opportunity. Every stakeholder, the lender, the investor, and the company itself is essentially trying to answer the same question: does the opportunity justify the risk?
From a legal perspective, the challenge is ensuring that while these commercial dynamics play out, the transaction remains compliant, transparent, and structurally sound within the regulatory framework. As I often say, capital markets are interesting when you need money, lenders ask questions; when you don’t, they ask where to send the term sheet.
Looking ahead, what advice would you offer to young lawyers who aspire to build leadership roles in the startup and in-house legal ecosystem?
For young lawyers aspiring to build leadership roles in the startup and in-house ecosystem, the first piece of advice I would offer is to build a very strong foundation in legal fundamentals. Laws, regulations, and industries may evolve, but the ability to interpret statutes carefully, draft clearly, and analyze risk logically remains timeless.
The second important aspect is learning to understand the business behind the law. In-house roles, especially in startups, require lawyers to go beyond purely legal analysis. You need to understand how the company makes money, what operational challenges exist, and what risks the business is willing or unwilling to take. The most effective in-house lawyers are those who can translate legal principles into practical business decisions.
Another lesson I would share is to remain comfortable with uncertainty. Startups move quickly, regulations sometimes lag behind innovation, and there will be situations where the law may not provide a perfectly clear answer. In such moments, lawyers must rely on judgment, principle, and practical reasoning rather than waiting for textbook clarity.
Equally important is communication. A good in-house lawyer does not just identify risks; they explain them in a way that business teams can understand and act upon. Sometimes the role requires you to simplify complex legal frameworks into clear and workable guidance.
And finally, maintain curiosity. One of the most fascinating aspects of working in startups is that you constantly learn about new industries, technologies, and business models. In many ways, being an in-house lawyer means that alongside practicing law, you are also quietly becoming a student of business.
Because ultimately, legal leadership in startups is not about having the final word in every decision, it is about helping the organization move forward responsibly, with clarity and confidence.
How do you envision the evolution of your practice in the coming years, and what long-term vision do you hold for your professional journey?
Looking ahead, I see my practice evolving toward a more strategic and ecosystem-driven role within the startup landscape. Having worked closely with multiple startups over the years, one interesting pattern becomes very clear: while every founder believes their problem is unique, many of the legal and structural challenges startups face are actually very similar, if not almost identical.
From incorporation structures and regulatory compliance to fundraising documentation, ESOP frameworks, and vendor or partnership agreements, the early-stage legal journey for most startups tends to follow a familiar pattern. However, the challenge is that many young companies, understandably focused on product development and growth, often hesitate to invest in strong legal foundations in the initial stages. Legal sometimes gets seen as a cost rather than as an early investment in stability and credibility.
Unfortunately, what I have also observed is that when foundational legal structures are not built properly whether in terms of compliance, governance, or documentation it tends to surface later during fundraising, due diligence, or regulatory scrutiny, sometimes at stages when correcting those issues becomes far more difficult and expensive.
One of the long-term ideas I am increasingly interested in exploring is building a startup-focused legal support model that allows early-stage companies to access experienced legal guidance without the cost burden of maintaining a full in-house legal team. The idea would be to create a structure where multiple startups can benefit from practical legal expertise, standardized frameworks, and early-stage compliance support at a fraction of the traditional cost.
In many ways, it would be about using experience gained from working within startups to help other founders build stronger legal and governance systems from the beginning, rather than trying to fix structural issues later.
If done thoughtfully, such a model could allow legal professionals to support multiple growing companies simultaneously, while helping founders focus on building their businesses with the confidence that their legal foundations are in place. That, to me, would be a meaningful way of contributing to the broader startup ecosystem as it continues to grow in India.
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Heartiest congratulations! Your dedication and leadership truly deserve this milestone. Wishing you continued success in this exciting new journey.