Expertise
Funds
Advising on fund formation, structuring, investments, and regulatory compliance.
Get in touchThe Investment Funds Practice Group advises clients with respect to structuring and setting up of complex domestic as well as India focused offshore funds, and in providing advice over a wide repertoire of investment strategies and asset classes such as Venture Capital funds, Private Equity funds, Infrastructure funds, Real Estate funds, Strategy funds (Hedge funds, Fund of funds, Sector focused funds et al).
The Firm acted as counsel to FIRE Capital Fund, the first real estate sector focused offshore fund. The Firm also advised setting up of one of the initial art funds, Artworks Limited focusing on investing in 20th and 21st century modern Indian art. Some of the other prominent India focused funds, advised by the Firm include funds sponsored by Softbank Inc., ChrysCapital, Baring Group, Mandala Capital, CX Partners, Global Infrastructure Partners, QVT Financial, Capri Group, Helios, Ascendas, GCIC Ltd. (formerly Goodman & Co.), Monsoon Capital etc. Recently, the Firm advised Apollo Hospital in relation to its partnership with Jungle Ventures, a leading offshore venture capital fund having a multi-jurisdiction investment focus.
Over the past few years, the Firm has advised setting up of several domestic funds and assisted with their application seeking registration with SEBI.
Recently, the Firm advised setting up the accelerator programmes of Indian School of Management and Entrepreneurship and the Indian School of Design and Innovation. The accelerators are supported by SEBI registered Category I AIFs – VCF, which will invest in startups admitted to the accelerator programme. These are the first accelerator programmes in India, which are supported by dedicated venture capital funds.
The Firm has also acted as fund counsel to The Health Passion Fund, a healthcare-focused Category I AIF – Angel Fund, supported by one of the promoters of Wockhardt Group.
Some of the other prominent domestic venture capital funds advised by the Firm include Indian Innovation Fund, sponsored by a leading financial institution in partnership with prominent Indian business angels; India Education Fund, sponsored by Educomp Solutions Limited, a leading education services provider, focusing on investments in companies operating in the education sector; vKarma Capital, anchored by a leading Indian real estate developer, for investments in construction, manufacturing and service industries, ancillary to the real estate/ infrastructure sectors; India Japan Fund, co-sponsored by the investment banking division of State Bank of India and Softbank Inc.
The Firm has also advised setting up of several offshore funds, seeking to make portfolio investments in listed Indian securities. For example, some of the SEBI registered offshore funds advised by the Firm include, GCIC Ltd. (formerly Goodman & Co.), AXA Funds Management, Baring, Bank of Nova Scotia, The Prudential Insurance Company of America, etc.
Our insight of the industry practices has helped us assist fund managers with respect to their negotiations with their limited partners and vice versa. The Firm has advised IndusInd Bank Limited in relation to their investment in ASK Real Estate Special Opportunities Fund – II, a Category II AIF registered with SEBI and in KKR India Debt Opportunities Fund II, another Category II AIF registered with SEBI.
Our strong understanding of the interplay between various Indian regulations coupled with our experience has helped us advice clients on various hybrid structures for setting up fund raising platforms. For example, the Firm advised the Department of Disinvestment, Ministry of Finance, Government of India in relation to the creation and launch of a Central Public Sector Enterprise (CPSE) Exchange Traded Fund, comprising shares of listed CPSE with an offer size of approximately INR 30,000 Million. The CPSE ETF fund was the first product of its kind to be introduced in the Indian market.
Our Investment Funds experience has come to fore while advising clients on M&A transactions in the Investment Funds industry. The Firm acted for Quadria Capital Investment Advisors Private Limited in relation to its acquisition of Milestone Religare Investment Advisors Private Limited, a joint venture between Milestone Capital Advisors Limited and Religare Venture Capital Limited, which manages a INR. 4,500 Million-crore domestic venture capital fund registered with SEBI, focusing on investments in healthcare and education sectors. Recently, the Firm advised NewQuest Capital, one of the leading secondary deals private equity funds in relation to acquisition of DFJ Mauritius, Inc, a foreign venture capital fund registered with SEBI. DFJ Mauritius, Inc was held by Draper Fisher Jurvetson, another eminent venture capital firm. The Firm also acted for Reliance Nippon Asset Management in its acquisition of Goldman Sach’s mutual funds business.
The Investment Funds Practice Group is familiar with the regulatory and tax regime of the jurisdictions preferred by fund managers for set up India focused funds. The Investment Funds Practice Group can draw support from the Tax Practice Groups, both direct tax and indirect tax to advise setting up of tax efficient and regulatory compliant fund structures, which are recognized by SEBI.
As part of the services, the Investment Funds Practice Group assists funds with the drafting of fund documents, such as the private placement memorandum, investment management agreement, investor agreement etc, various documents pertaining to third party arrangements viz., placement agent appointment agreements, investment facilitation agreements, co-investment agreements etc. Further, advising fund managers on various implications regarding marketing of the fund and advising on various fund governance issues also forms part of our scope of advice.
The Firm frequently advises funds registered with SEBI in relation to their ongoing operations and compliances related issues. For example, assistance with preparation of quarterly disclosures required to be filed by venture capital and alternative investment funds with SEBI. Assistance with filing disclosures pursuant to issuance of offshore derivative instruments by foreign portfolio investors, disclosures under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, SEBI (Prohibition of Insider Trading) Regulations, 2015 etc. Advising on settlement of show cause notices issued by SEBI for violation of SEBI regulations, by way of consent order mechanism.
Our domain knowledge of private equity industry and staying abreast with the global industry practices has helped provide legal solutions to our clients and help them achieve their desired commercial objectives.
Representative Matters
- Advised on the set up, structuring, compliances, of a Category II Real Estate Fund for Affordable Housing.
- Advised Areion Special Situation Infrastructure Fund (AIF category II Fund – focused on distressed assets in the Indian infrastructure sector) – USD 500 Million
- Advised on the setting up of Artworks Limited, an offshore fund, for the purposes of investment in Indian art as a separate asset class.
- Advised in connection with the offering of the units of the Ascendas India Trust to the public and listing on the Singapore Exchange. The deal size was approximately USD 350 Million.
- Representing LPs in Avizo Venture Capital Fund (AIF Category – II Fund) – USD 100 Million.
- Advised AXA, one of the largest financial services companies in the world, on the structuring of its joint venture with Bharti, a leading Indian corporate, for the sale of mutual fund products.
- Advised one of the leading global financial institutions, Baring Group, in setting up its India focused private equity funds, the latest fund having an investment commitment of approximately USD 550 Million.
- Advised the Capri Group, UK on the setting up an offshore fund in connection with its investments in the Indian hospitality sector.
- Advised the Department of Disinvestment, Ministry of Finance, Government of India in relation to the creation and launch of a Central Public Sector Enterprise (CPSE) Exchange Traded Fund, comprising shares of listed CPSE.
- Advised one of the largest India focused private equity groups, ChrysCapital, with funds under management in excess of USD 2.25 Billion, in connection with the setting up its funds, the fifth fund having an investment commitment of USD 1.25 Billion. Also acted as the sole and exclusive India Counsel for the sixth Fund having an investment commitment of USD 500 Million.
- Acted as Indian legal counsel for DPF India, a Canadian fund listed on the Toronto Stock Exchange and assisted in obtaining registration with Securities and Exchange Board of India for making portfolio investments in India.
- Advising on the set up, structuring, compliances, of a Category II Fund for the Elevar Group.
- Advised FIRE Capital Fund in connection with the setting up of a domestic and offshore fund and the structuring thereof. The Fund takes strategic equity positions in real estate projects and plays the role of an activist private equity fund.
- Advised Global Infrastructure Partners in relation to the structuring of its India focused investment vehicles and management and advisory entities, provided assistance in the setting up of the Indian operations and advice on the Indian tax, legal and regulatory regime.
- Advised Helios, a multi asset fund based in the Cayman Islands, proposing to invest in the securities market in India.
- Advised on the set up of a domestic venture capital fund India Education Fund, sponsored by Educomp Solutions Limited, a leading education services provider, and focused on investments in companies operating in the education sector.
- Advised on the setting up of the India Japan Fund, a domestic venture capital fund, and Knowledge Investments, an offshore fund, being co-sponsored by the investment banking division of State Bank of India, a key public sector bank in India, and Softbank Inc, a leading Japanese private equity player.
- Advised on the set up of a domestic venture capital fund having an approximate fund size of USD 50 Million, being sponsored by a leading financial institution in partnership with prominent Indian business angels. The Fund is an early stage venture capital fund, which will invest in consumer driven sectors in India.
- Advised a leading investment bank based in the Middle East in connection with the setting up of a mutual fund.
- Advised Intrepid Capital Partners (a real estate focused debt fund, which is registered as FPI) – USD 1 Billion.
- Advised Lehman Brothers Infrastructure Partners in connection with: setting up of its India dedicated real estate fund, ‘Lehman Brothers Real Estate Partners III India Fund’ with a size of approximately USD 1 Billion. setting up of its India dedicated infrastructure fund with a size of approximately USD 600 Million.
- Advised on the setting up of the Locus India Hybrid Fund, an offshore hedge fund with a private equity strategy.
- Advised Loha Ispaat Limited in relation to the structuring of its proposed domestic fund for the purposes of investing in Indian companies across various sectors in the small/mid cap segment.
- Advised Mandala Capital in relation to set up of their second India focused agribusiness offshore private equity fund having a target corpus of USD 250 Million. We also acted as Fund Counsel to their first private equity fund, focused on agriculture related sectors in India and abroad.
- Advised Monsoon Capital, a US based growth value fund, proposing to invest in Indian companies under the portfolio investment scheme in India.
- Advised and assisted Chicago Mercantile Exchange, the world’s largest derivatives-exchange operator, in connection with a collaboration and a cross listing partnership with the National Stock Exchange of India Limited, India’s largest stock exchange, involving benchmark stock indexes in the two countries, India and US.
- Advised with regard to formation of an asset management joint venture between Prudential, one of the leading global insurance companies, and DLF Limited, a leading real estate developer in India, for developing, promoting, distributing, marketing and selling asset management products, either directly or indirectly through one or more distribution entities.
- Advised QVT Financial LP in relation to the structuring of its India specific investment vehicles and management and advisory entities, provided assistance in the setting up of the Indian operations and advice on the Indian tax, legal and regulatory regime.
- Advised SWAMIH Fund in connection issuance of non-convertible secured debentures aggregating up to INR 1.65 Billion by DSS Buildtech Private Limited, a subsidiary of Silverglades Holdings Private Limited for part financing the cost of construction of the GH project titled “The Melia”.
- Advised Small Enterprise Assistance Funds, an emerging markets fund with focus on early and growth stage companies in relation to investment by its offshore fund – SEAF International FDI in SEAF India Investment Trust, a venture capital fund registered with SEBI under the SEBI (Venture Capital Funds) Regulations, 1996.
- Advised the Bank of Nova Scotia Asia Limited in relation to transfer of a broad based sub-account under its FII license from the FII license of its existing FII.
- Advised True Beacon (Category III AIF Hedge Fund – focused on investment in the public markets in India) – USD 100 Million.
- Acted as counsel for Unitech Corporate Parks plc, a sponsored fund of a leading real estate development company with pan-India presence, in connection with its listing on the AIM market of the London Stock Exchange and the investment structuring in relation thereto. The fund successfully raised GBP 360 Million, the largest by a company with an India centric investment strategy. The company is one of the first few companies in India to adopt the sponsored fund structure.
- Advised on the setting up of an offshore fund, registered with the Securities and Exchange Board of India as a foreign institutional investor, by a leading US based hedge fund for the purposes of making investments in India.
- Advised vKarma Capital, a domestic venture capital fund, anchored by a leading Indian real estate developer, in connection with the raising of over USD 200 Million for venture capital investments in construction, manufacturing and service industries, ancillary to the real estate/infrastructure sectors.
- Advised on the set up, structuring, compliances, of a Category II Fund for the Zerodha group.
