Insurance

Representative Matters

• Advised Religare on the proposed sale of its entire equity interest in Religare Health Insurance Company Limited to a consortium comprising of TrueNorth, Faering and the Dalmia Group, with the enterprise value of the company being INR 1300 Crores;
• Exit from the AEGON Religare Life Insurance Company, a leading Indian insurance company with Religare, the AEGON Group, through a sale of 44% stake to Bennett, Coleman & Co. Limited – the Times Group.
• Reliance General Insurance on its proposed IPO; Motilal Oswal, Credit Suisse, Edelweiss, UBS, Haitong Securities and IDBI are acting as the underwriters.
• Madison Capital: Advised in exiting its current investment in Star Health and Allied Insurance Company Limited and thereafter as a part of the consortium of buyers along with the “Big Bull” Rakesh Jhunjhunwala and private equity fund Westbridge Capital to acquire Star Health in a INR 6500 crore transaction.
• Medi Assist Insurance TPA Private Limited: Advised in its acquisition of 100% stake in Medvantage Insurance TPA Private Limited (“Medvantage”).
• Avantha Holdings Limited, a USD 4 billion business conglomerate which is also one of India’s leading business houses: joint venture agreement with the ERGO Insurance Group for the establishment, management and governance of a life insurance joint venture in India and their inter se rights and obligations.
• Howden Insurance Brokers Private Limited: Advised Praveen Vashishta, the CEO and MD of Howden Insurance Brokers Private Limited, on sale of his 46% equity stake in Howden India.
• Proposed restructuring of its investment in Bharti AXA Life Insurance Company Limited. This assignment involved an analysis of the provisions of Insurance laws governing change in the shareholding of the promoters of an insurance company and review of submissions made to the IRDA at the time of seeking registration of the life insurance company;
• Joint Venture with Bharti Enterprises Private Limited, one of India’s leading business conglomerates, to establish a life insurance joint venture company under the name of Bharti AXA Life Insurance Company Limited. The Firm also advised in relation to the establishment of the life insurance joint venture company, obtaining the approval of the Foreign Investment Promotion Board, license for registration as a life insurance company and co-ordinating with relevant statutory and regulatory authorities, including the IRDA and the relevant Registrar of Companies
• Guardian Life Insurance Company of America: purchase of global assets in India, USA and Canada; including 100% equity interests in Aon Hewitt Absence Management, LLC, an indirect subsidiary of Aon Corporation.
• Prudential International Insurance Holdings, one of America’s largest insurance companies: Joint Venture with DLF Limited, one of India’s leading real estate companies, in relation to the establishment of a life insurance joint venture company, which is currently under incorporation under the name of DLF Pramerica Life Insurance Company Limited. Advised DLF Pramerica in relation to its incorporation, obtaining the license for registration as a life insurance company and co-ordinating with relevant statutory and regulatory authorities, including the IRDA and the relevant Registrar of Companies.
• Foreign promoters of an Indian general insurance company: rights with respect to a proposed IPO by the insurance company and their ability to block and/or delay such an IPO under law and the joint venture agreement in the event that the timing of such IPO is prior to increase in FDI limits. Also advised them in relation to their ability to increase their shareholding where such IPO takes places prior to increase in FDI limits in the insurance sector.
• A life insurance and a general insurance company: plans to induct a third party into the respective joint venture companies and whether it was possible for one of the existing partners to exit, in light of the corporate governance guidelines introduced by the IRDAI.
• A United States based company: foreign promoter of a leading Indian life insurance company, on the restructuring of its ownership in the insurance company and possible options that may be considered by it for future funding of the life insurance business in compliance with applicable Indian laws.
• Promoters of an Indian life insurance company: taxation aspects for induction of a new shareholder by transfer from the existing promoters and evaluated the applicable consolidation requirements for the Indian promoter company, at various shareholding thresholds.
• A leading global insurer, which is also the foreign promoter of a life insurance company: queries regarding the funding solutions for the life insurance company and its rights and obligations under the joint venture agreement to provide an exit/assured return to the Indian promoter.
• A leading Indian business group: capital protection rights available to the client and its funding obligations under the joint venture agreement. The scope of the Firm’s services also includes assisting the client in negotiations with the foreign promoters of the life insurance joint venture for resolution of inter se differences regarding the trajectory of the future business of the joint venture company as well as advising on inter alia the manner in which the funding requirements of the life insurance joint venture may be satisfied, especially for the purposes of meeting the solvency requirements prescribed under law.
• Max New York Life Insurance: setting up of a private insurance joint venture company in India and various legal queries with respect to insurance regulations.
• Max Life Insurance Limited [Max Life]: Firm successfully acted for quashing of the trial court order allowing investigation and the subsequent FIR. We hence filed a quashing petition under Section 482 CrPC read with Article 226 before the Bombay High Court at Aurangabad.
• Metlife India Insurance Company Private Limited: The Firm advised Metlife India on the bonus policy of the company. The Firm was also retained by the Company to advice and handle a litigation by an ex-employee before the Labour Commissioner, Kolkata.
• Pay equity review for a US headquartered Insurance Company: The Firm advised a client on carrying out a pay equity review for its employees in India, and on compliance with the Equal Remuneration Act.
• A life insurance company: proposal to tie up with a public sector bank and the restrictions under extant laws on the maximum shareholding that a bank can hold in an insurance company.
• A leading Indian microfinance institution: aligning the insurance business conducted by it, as a group administrator as well as a corporate agent, with applicable laws in the insurance sector. The scope of the Firm’s services included conducting a compliance audit in relation to the client’s business practices and recommending and advising on incorporating best practices and in-built checks and balances to have in place good governance practices and to ensure compliance with the extant insurance laws.
• A leading car manufacturer: certain structuring and regulatory aspects in relation to its proposal to establish a joint venture company in India for the purpose of undertaking the business of insurance broking under the IRDA (Insurance Brokers) Regulations, 2002.
• A leading foreign consultancy company: permissibility, scope and extent of its proposed arrangement with an Indian insurance broking company for provision of insurance broking services to its clients in India. Also, advised on the payment structure in light of the extant restrictions prevailing under Indian insurance laws regarding sharing of commission, etc by insurance broking companies.
• A leading French insurance group: queries pertaining to the regulatory aspects of conducting reinsurance business in India.
• A leading third party administrator: certain restructuring issues concerning their top management and inter-alia advised them on issues arising due to sharing of employees with an affiliated entity not regulated by the IRDA.
• A leading third party administrator: proposed bid to partner with certain insurance companies for formation of a joint venture company to provide third party administrator services.
• A life insurance company: proposed corporate agency relationship with a bank and the regulatory restrictions on payments other than permitted agency commission to corporate agents. Also, assisted the life insurance company with respect to the documentation for the said transaction.
• A United States based company: proposal to provide specialist health and benefits solutions in India (including providing insurance broking services primarily in the health and benefits sector) and regulatory issues with respect to setting up a joint venture company in India for the same.
• CitiFinancial Consumer Finance India Limited, an affiliate of the Citi Group: queries in relation to its functioning and operation as the corporate agent of a leading life insurance company in India.
• A global provider of content enabled workflow solutions: proposal to provide analytical and risk mitigation services / reports to insurers in India based on analytics performed on statistical data including inter alia the credit information of the insured.
• A general insurance company: permissibility, scope and extent of marketing / branding arrangements that it may enter into with its corporate agents, administrators of group insurance policies sold by the company and unrelated parties. Further, also advised on the restrictions regarding payments by the general insurance company to each of the aforesaid categories of persons.
• An entity engaged in rendering corporate agency services: on the nature of ancillary arrangements that it or its group entities may enter into with an insurance company, in accordance with insurance laws and regulations.
• Panchanan International: Advised and represented in matter relating to wrongful rejection of Fire Insurance Claim by The Oriental Insurance Company.