India Business Law Journal reveals 50 standout deals and disputes of 2023, and the law firms that successfully concluded them
The year 2023 will be remembered for its several notable highs for corporate India – along with a few lows. On display has been the swagger that came from surpassing the UK as the world’s fifth-biggest economy a year earlier. This new confidence appears to have translated into companies large and small boldly executing significant deals that might never have made it past the drawing board in previous years.
Audacious moves
Take Gurugram-headquartered Lenskart’s March funding round, one of the biggest in recent memory and a deal that saw Abu Dhabi’s main sovereign wealth fund become one of the biggest shareholders in the seller of spectacles and other optical products. Although still a relatively young company, Lenskart boasts a USD4.2 billion valuation and says it is Asia’s biggest retailer of eyewear.
Just as remarkable was a September share buyback by one of India’s bellwether companies. The USD1.2 billion acquisition of shares by Larsen & Toubro was the group’s first and is being seen as a sign of the USD23 billion conglomerate’s confidence in its future pipeline of work. L&T has interests in everything from construction to software.
July’s relatively modest USD68 million IPO by Indian drone startup ideaForge Technology is significant as it illustrates a notable deepening and diversification of the market. The issue was enthusiastically received by investors and was subscribed more than 106 times.
Reality check
Still, not every corner of the economy was red hot. Last year proved a barren patch for startups, for example, with a meagre crop of three unicorns. In 2021, more than 40 startups achieved unicorn status.
By year’s end, however, about 50 companies had raised funds in primary market financings – the largest, by Tata Technologies, produced what was the first IPO from the Tata Group in two decades.
Another not so typical feature of 2023 was the popularity of qualified institutional placements, or QIPs. About 35 companies, the vast majority being banking and non-banking finance companies, used them to raise the equivalent of more than USD5 billion.
Highlighting the trend was Union Bank of India’s USD600 million QIP, the largest issue of equity capital by a state-owned bank in 2023. Also of note, Aditya Birla Capital’s USD210 million QIP that was part of a larger fundraising, a combination that is rarely seen.
India’s efforts to transition to green power created a fair share of deals in 2023. A notable example was Adani Green Energy’s USD1.36 billion senior debt facility secured in December as follow-on funding for its construction financing pool – a deal that was said to be one of Asia’s largest project finance deals for the year.
A fresh start
The year also saw its fair share of insolvencies being resolved. One of the swiftest resolutions occurred when JSW Steel acquired National Steel & Agro Industries in May. While the entire process took about 400 days, it took just under 180 days for the debtor and the creditor to agree on the way forward.
Then there was a rare case of an acquisition by way of a private sale as part of a liquidation under India’s insolvency laws. Accordingly, in February 2023, Chowgule acquired the Mangalore shipyard of bankrupt shipbuilder Bharati Defence and Infrastructure.
Notable precedent
Court rulings of interest came on varied questions including third-party funding of resolution of disputes – a relatively underdeveloped area in India.
Delhi High Court’s May 2023 ruling, in Tomorrow Sales Agency Private Limited v SBS Holdings Inc and Others, not only affirmed the legality of third-party funding in alternate dispute resolution cases but also emphasised its role in ensuring access to justice – a significant step forward that will have real consequences for many.
Holders of standard essential patents were heartened by another ruling from Delhi High Court that ordered an alleged infringer to pay a temporary security deposit while waiting for the dispute to be dealt with, and before the court had investigated the merits of the case. The specifics of the court’s July 2023 ruling, in Nokia Technologies OY v Guangdong Oppo Mobile Telecommunications Corp & Others, has far-reaching ramifications and, as such, is included in this report.
Low key, but significant
Many of the 50 deals and disputes showcased made headlines. Others were low key, earning inclusion because they are likely to have interesting consequences.
An example is a USD9 million US International Development Finance Corp loan to Yulu that will fund the purchase of 20,000 electric bikes to be deployed as rentals for delivery workers in India. Yulu, a technology driven shared electric mobility company, says it has assisted in the reduction of 15,000 metric tonnes of CO2 emissions.
With swathes of urban India struggling with problems of air pollution, a deal that moves even in a small way towards a possible solution makes it worthy of inclusion in our report. These deals and many others of significance are detailed below.
METHODOLOGY
India Business Law Journal selected 50 landmark deals and disputes that closed, or had significant developments, between 1 January 2023 and 31 December 2023. The deals and cases were chosen subjectively from almost 1,000 nominations received from Indian and international law firms and in-house counsel, as well as transactional data from public sources.
In deciding the winning deals and cases, our editorial team evaluated the significance of all shortlisted contenders from a legal and regulatory standpoint. Deals were chosen to showcase a wide range of different economic sectors, transaction sizes and legal and regulatory issues. Our editors also looked for deals that were noteworthy for their novelty or complexity, or for the precedents they set.
As such, it is important to note that this list is not a comprehensive ranking of the year’s biggest or most important transactions. Rather, it is a curated collection of the deals and cases that our editors found to be significant and representative of the legal and regulatory trends in India in 2023. Many large and well-publicised deals do not appear on this list, and their omission in no way denigrates their importance or the expertise of the lawyers who guided them.
CAPITAL MARKETS
Capital marketsDisputesFinanceInsolvencyM&AOther
- Goswami Infratech’s record debenture sale
- Larsen & Toubro share buyback
- Bajaj Finance QIP
- REC record green bond
- Cube InvIT USD630m placement
- Union Bank of India QIP
- Cholamandalam’s USD480m QIP
- Tata Technologies IPO
- JSW Infrastructure IPO
- Aditya Birla Capital’s first QIP
- Honasa Consumer makes unicorn debut
- InsuranceDekho series A funding
- Zetwerk Manufacturing series F funding
- ideaForge IPO
- Vegrow’s series C funding round
- Rite Water Solutions investment
Capital Markets
Goswami Infratech’s record debenture sale
| VALUE | LAW FIRMS |
| USD1.7 billion | Desai & Diwanji Khaitan & Co TT&A |
Goswami Infratech, part of the Shapoorji Pallonji Group, raised INR143 billion (USD1.7bn) in the largest private placement of debentures by a non-investment grade issuer to date. The debt issuance in the form of high yield, rated, listed, secured, non-convertible debentures saw the participation of private credit investors both onshore and offshore.
The zero-coupon debentures were listed on the BSE on 3 July 2023, and were secured by a hypothecation of the assets and pledge over the shares of the issuer and other group companies. This included the Shapoorji Pallonji Group’s shareholding in ports and 50% of the group’s shareholding in Tata Sons.
Desai & Diwanji, with partner Natasha Treasurywala leading, advised Goswami Infratech. TT&A, with partner Sonali Mahapatra leading, advised the structuring banks. A six-partner team from Khaitan & Co advised an affiliate of Cerberus Capital Management, Canyon Capital Advisors and certain other investors.
Larsen & Toubro share buyback
| VALUE | LAW FIRMS |
| USD1.2 billion | AZB & Partners |
In a significant move by one of India’s bellwether companies, Larsen & Toubro (L&T) completed its first buyback on 29 September 2023, an INR100 billion (USD1.2bn) exercise to acquire 31.25 million shares. The buyback was 7.2 times subscribed and is seen as a sign of the company’s confidence in its pipeline of work. L&T said the buyback was aimed at increasing shareholder value in the longer term, and improving return on equity.
While qualified institutional buyers represented more than 86% of subscriptions to the buyback, non-institutional investors accounted for less than 1% of the bids. Individual investors, on the other hand, comprised 12.4% of the demand.
AZB & Partners, with partner Lionel D’Almeida leading, was legal counsel to L&T.
Bajaj Finance QIP
| VALUE | LAW FIRMS |
| USD1 billion | Cyril Amarchand Mangaldas Khaitan & Co Linklaters |
Bajaj Finance raised INR88 billion (USD1bn) in the year’s biggest QIP, selling more than 12 million shares at INR7,270 apiece. The non-banking financial company said the QIP saw participation from sovereign wealth funds, foreign long-only funds, large domestic mutual funds and insurance companies. The fundraising closed on 9 November 2023.
Cyril Amarchand Mangaldas advised Bajaj Finance. Linklaters, with partner Amit Singh leading, was the sole international adviser on the deal. Khaitan & Co was Indian legal counsel to the deal’s book running lead managers (BRLMs).
REC record green bond
| VALUE | LAW FIRMS |
| USD750 million | Allen & Overy Cyril Amarchand Mangaldas Linklaters ZBA |
One of India’s largest power financiers, REC, raised USD750 million selling dollar-denominated green bonds on 11 April 2023. The bonds, which were issued under its USD7 billion global medium-term note programme, were listed only on the GIFT IFSC Stock Exchange in Gujarat. This was the state-owned company’s 10th venture into the international bond market.
The sale was the largest senior green bond tranche by an issuer from South or Southeast Asia, and was subscribed about 3.5 times. The net proceeds will be applied to finance the eligible green projects of the REC.
ZBA, with partner Niloufer Lam leading, and Allen & Overy, led by partner Pallavi Gopinath Aney, advised REC. Cyril Amarchand Mangaldas, with partner Gokul Rajan leading, and Linklaters, with partner Amit Singh leading, advised the joint lead managers.
Cube InvIT USD630m placement
| VALUE | LAW FIRMS |
| USD630 million | Cyril Amarchand Mangaldas Davis Polk & Wardwell Freshfields Bruckhaus Deringer Linklaters Nishith Desai Associates S&R Associates Shardul Amarchand Mangaldas & Co White & Case |
One of the larger and more innovative deals of 2023, the listing of Cube Highways Trust (Cube InvIT) on 19 April 2023 through an INR52.3 billion (USD630 million) private placement of ordinary units is emblematic of the rising confidence in India’s infrastructure story.
Singapore-based Cube Highways set up infrastructure investment trust Cube InvIT with capital from Canadian pension investment manager British Columbia Investment Management and one of Abu Dhabi’s sovereign wealth funds, Mubadala Investment. This was the first direct investment by Mubadala in the Indian infrastructure sector. Cube InvIT has a portfolio of 18 toll and annuity road assets. It also has a right of first offer on seven other highway assets.
Davis Polk & Wardwell and a nine-partner team from Cyril Amarchand Mangaldas, with partner Yash Ashar leading, advised Cube Highways. S&R Associates, with partners Sandip Bhagat and Pratichi Mishra leading, and Linklaters, with partner Amit Singh leading, advised the lead managers and placement agents.
Nishith Desai Associates, with partner Nishchal Joshipura leading, advised British Columbia Investment Management. Shardul Amarchand Mangaldas & Co and White & Case, with partner Sayak Maity leading, represented Mubadala Investment. Freshfields Bruckhaus Deringer, with partner Arun Balasubramanian leading, advised Abu Dhabi Investment Authority, an existing investor of Cube Highways.
Union Bank of India QIP
| VALUE | LAW FIRMS |
| USD600 million | Crawford Bayley & Co Dentons Saraf and Partners |
In the largest equity capital issue by a state-owned bank in 2023, Union Bank of India raised INR50 billion (USD600 million) in a QIP that closed on 24 August. The deal also highlighted banks’ preference for raising funds through QIPs in 2023.
The QIP lowered the government’s stake in the bank to 76.99% from 83.49%, taking the public float to 23.01%. The fundraising also helped improve the bank’s capital adequacy ratio.
Crawford Bayley & Co, with senior partner Sanjay Asher leading, advised Union Bank of India; Saraf and Partners, led by partner Murtaza Zoomkawala, advised the deal’s arrangers. Dentons, with partner John Chrisman as the lead, was international legal counsel to Union Bank of India.
Cholamandalam’s USD480m QIP
| VALUE | LAW FIRMS |
| USD480 million | AZB & Partners Cyril Amarchand Mangaldas Hogan Lovells |
Cholamandalam Investment and Finance raised about INR40 billion (USD480 million) in the year’s largest equity or equity-linked offering by a non-banking finance company. The company was also the first in India to raise funds through a qualified institutional placement (QIP), which included both equity shares and compulsorily convertible debentures. The issue, which was split into an equity component of INR20bn and INR20bn of debentures, closed on 4 October 2023.
Cyril Amarchand Mangaldas, with partners Vijay Parthasarathi and Yash Ashar leading, advised Cholamandalam. AZB & Partners, with partners Varoon Chandra and Agnik Bhattacharyya leading, and Hogan Lovells, with its Singapore managing partner Biswajit Chatterjee leading, advised the lead managers to the issue.
Tata Technologies IPO
| VALUE | LAW FIRMS |
| USD366 million | Cravath Swain & Moore Cyril Amarchand Mangaldas Latham & Watkins S&R Associates |
Tata Group’s first IPO in two decades closed on 24 November 2023, with Tata Technologies raising INR30.4 billion (USD366 million). The IPO was an offer for sale of 15% of the company’s paid-up capital, which valued it at roughly USD2.5bn. The offer was subscribed 69.4 times.
A subsidiary of Tata Motors, Tata Technologies made its debut on the National Stock Exchange of India and the BSE on 30 November 2023, opening at a 140% premium to the issue price and marking the year’s best-performing IPO. Cravath Swaine & Moore, with partner Philip Boeckman leading, and Cyril Amarchand Mangaldas, with partners Yash Ashar and Devaki Mankad leading, advised Tata Technologies.
Latham & Watkins, with partner Rajiv Gupta leading, and S&R Associates, with partners Sandip Bhagat and Jabarati Chandra leading, advised the lead managers.
JSW Infrastructure IPO
| VALUE | LAW FIRMS |
| USD337 million | Khaitan & Co Linklaters Trilegal |
In the first IPO by a major commercial port operator in India in almost two decades, JSW Infrastructure raised INR28 billion (USD337 million). The offer, also the first IPO by a JSW Group company in more than a decade, was more than 37 times subscribed when it closed on 27 September 2023.
The company said proceeds from the sale of new shares would go to reduce debt and fund capital expansion projects. The shares gained about 20% when they listed on 3 October 2023. Khaitan & Co, with executive director Sudhir Bassi leading, advised the issuer. Trilegal, with partner Richa Choudhary leading, and Linklaters, with partner Amit Singh leading, advised the BRLMs.
Aditya Birla Capital’s first QIP
| VALUE | LAW FIRMS |
| USD210 million | Cyril Amarchand Mangaldas Khaitan & Co Sidley Austin |
Aditya Birla Capital raised INR17.5 billion (USD210 million) in a QIP that was part of a larger fundraising, a combination that is rarely seen. Just prior to the QIP, the company had raised INR12.5bn through a preferential issue of equity to its promoter and associated group entities.
The QIP, which was also a first for Aditya Birla Capital, the holding company for the financial services businesses of the Aditya Birla Group, closed on 30 June 2023.
The company said the proceeds would augment its capital base, improving the solvency margin and leverage ratio, and go towards meeting growth and general funding needs. Cyril Amarchand Mangaldas, with partner Yash Ashar leading, advised Aditya Birla Capital.
Khaitan & Co, with partners Abhimanyu Bhattacharya, Aditya Cheriyan and Oishik Bagchi, and Sidley Austin, with partner Manoj Bhargava leading, advised the lead managers to the QIP.
Honasa Consumer makes unicorn debut
| VALUE | LAW FIRMS |
| USD204 million | Cyril Amarchand Mangaldas IndusLaw Khaitan & Co Sidley Austin |
Honasa Consumer on 2 November 2023 raised INR17 billion (USD200 million) in the first IPO by a tech-powered direct-to-consumer company in India. Honasa’s valuation only passed USD1 billion in early 2022, making it among the youngest Indian unicorns to list.
The IPO comprised new shares in Mamaearth, one of six beauty and personal care brands that the company operates, as well as equity held by certain existing shareholders. The IPO was subscribed 7.6 times, meeting a muted response when it listed on the National Stock Exchange of India and the BSE on 7 November 2023. Cyril Amarchand Mangaldas, with partner Yash Ashar leading, advised the company and its promoters. IndusLaw, with partner Vishal Yaduvanshi leading, advised the deal’s BRLMs, together with Sidley Austin, led by partner Manoj Bhargava. Khaitan & Co advised seven of the selling shareholders.
InsuranceDekho series A funding
| VALUE | LAW FIRMS |
| USD150 million | Bharucha & Partners Cyril Amarchand Mangaldas Khaitan & Co Shardul Amarchand Mangaldas & Co Trilegal |
In what was reported to be the largest series A funding round by an insuretech company, Girnar Software, which operates as InsuranceDekho, raised USD150 million through a mix of debt and equity. The funding was announced on 14 February 2023. Goldman Sachs Asset Management and TVS Capital Funds led the equity financing round in which Investcorp, Avataar Ventures and existing investor LeapFrog Investments also participated.
InsuranceDekho is part of the CarDekho group. The funding round is expected to enable it to use scalable insuretech solutions in the areas of data analytics, artificial intelligence, last mile servicing and claims management.
In October, InsuranceDekho went on to raise USD60 million in a series B funding round.
Bharucha & Partners, with partner Swathi Girimaji leading, advised InsuranceDekho. Shardul Amarchand Mangaldas & Co, with then partner Abhishek Dubey, advised CarDekho.
Cyril Amarchand Mangaldas, led by partner Srabanee Ghosh, advised Goldman Sachs. Khaitan & Co’s Chennai office, led by Vivek Sriram, advised TVS. A second team from Khaitan & Co, with partner Vineet Shingal leading, advised Investcorp. LeapFrog Investments was represented by its in-house legal team.
Zetwerk Manufacturing series F funding
| VALUE | LAW FIRMS |
| USD120 million | AZB & Partners Cyril Amarchand Mangaldas Gunderson Dettmer IndusLaw Khaitan & Co Luthra and Luthra Samvad Partners |
In its first funding round for 2023, Zetwerk Manufacturing Businesses raised USD120 million in a series F2 funding round led by Avenir Growth Capital. Five other investors participated in the round, which was announced on 28 August 2023 and valued the company at USD2.7 billion. The financing included both a primary infusion and a secondary sale.
Zetwerk is a B2B marketplace for custom manufacturing services, attaining its coveted unicorn status in August 2021. The series F2 round followed a USD240 million series F1 round at a similar valuation in December 2022.
The series F2 round required prefiling consultations with the Competition Commission of India, which, on 19 May 2023, gave the go-ahead for AZK4, an investment vehicle managed by Avenir, to acquire a 2.96% stake.
Samvad Partners, led by partner Aparna Ravi, advised Zetwerk; Cyril Amarchand Mangaldas advised Avenir Growth Capital.
Gunderson Dettmer, with partner Jonathan Pentzien leading, advised investors Lightspeed Venture Partners and Green-oaks Capital. Khaitan & Co advised investor D1 Capital. AZB & Partners, with partner Vasudha Asher leading, advised Footpath Ventures. Luthra and Luthra advised Steadview Capital. IndusLaw advised a buyer in the secondary transaction.
ideaForge IPO
| VALUE | LAW FIRMS |
| USD68 million | Hogan Lovells Khaitan & Co Rajani Associates Shardul Amarchand Mangaldas & Co |
In a first for an Indian drone manufacturer, ideaForge Technology raised INR5.67 billion (USD68 million) in an IPO comprising new and existing shares. The issue met with strong demand, with the shares trading at a premium when they listed on the National Stock Exchange of India and the BSE on 7 July 2023.
Shardul Amarchand Mangaldas & Co, with partner Prashant Gupta leading, advised ideaForge.
Khaitan & Co’s Delhi office was Indian legal counsel to the deal’s BRLMs, with Hogan Lovells Lee & Lee acting as their international counsel. Khaitan & Co’s Bengaluru office advised four corporate selling shareholders on Indian Law.
Rajani Associates, with partner Sangeeta Lakhi leading, advised three corporate selling shareholders and individual selling shareholders on Indian Law.
Vegrow’s series C funding round
| VALUE | LAW FIRMS |
| USD46 million | IndusLaw Phoenix Legal Shardul Amarchand Mangaldas & Co Trilegal |
Chifu Agritech, which operates business-to-business fruit marketplace Vegrow, on 13 December 2023 said it raised USD46 million in a series C funding round led by the GIC, Singapore’s sovereign wealth fund. The GIC’s first agritech and B2B investment in India also had significant participation from existing investor Prosus Ventures and continued support from Matrix Partners India, Elevation Capital and Lightspeed.
Trilegal advised Vegrow, with Shardul Amarchand Mangaldas & Co advising the GIC and existing investor Lightspeed. IndusLaw, with partner Nikita Goyal leading, advised Prosus. Phoenix Legal, with partner Sumit Sinha leading, advised two funds of Matrix Partners India.
Rite Water Solutions investment
| VALUE | LAW FIRMS |
| USD8.2 million | Khaitan & Co Lakshmikumaran & Sridharan |
The Water Access Acceleration Fund, or W2AF, a USD38 million water-focused private equity investor, on 16 October 2023 announced its first global foray with a USD8.2 million investment into Mumbai-based Rite Water Solutions, which provides clean drinking water.
Launched in 2022 by Belgium-based Incofin Investment Management, W2AF describes itself as the world’s first water-focused blended finance impact fund. The fund’s aim is to address the funding gap in the drinking water supply industry, which has traditionally relied on public financing that falls short of what is needed.
Lakshmikumaran & Sridharan, with partner Gaurav Dayal leading, advised Rite Water; Khaitan & Co advised W2AF.
DISPUTES
Capital marketsDisputesFinanceInsolvencyM&AOther
Disputes
IL&FS v HDFC: Ruling significant for lenders
| VALUE | LAW FIRMS |
| NA | Argus Partners DMD Advocates |
In a precedent-setting ruling in Infrastructure Leasing and Financial Services Ltd v HDFC Bank Ltd & Another that will have significance for lenders, the Supreme Court, on 19 October 2023, said rents receivable by a borrower that were assigned to a lender of a lease rental discounting facility would not be treated as an asset of the borrower.
The facility, which is given on the condition that a substantial portion or the entire rent or receivables the borrower would be entitled to are assigned to the lender, effectively distances the lender from any insolvency that the borrower might be exposed to. As such, rents so receivable are not covered by any asset and security freeze ordered during insolvency resolution.
The ruling emerged from a dispute between Infrastructure Leasing and Financial Services (IL&FS) and HDFC Bank that followed the freezing of IL&FS’ assets and securities in 2018.
Argus Partners, with managing partner Krishnava Dutt leading, represented the Housing Development Finance Corporation; DMD Advocates represented IL&FS.
Cartels: challenges to builders association impleadment dismissed
| VALUE | LAW FIRMS |
| NA | AnantLaw AZB & Partners Chandhiok & Mahajan Khaitan & Co Samvad Partners Trilegal |
Two significant rulings that affect competition law matters arose from a dispute triggered by a 5 July 2023 Competition Commission of India order that included the Builders Association of India as an interested party in a cement cartel investigation.
Madras High Court on 14 August 2023 declined to entertain a petition by India Cements and Dalmia Cement (Bharat) challenging the order, on the grounds that it lacked jurisdiction and on account of the comity of courts, as Delhi High Court had already reserved judgment on the same issues. The ruling is important for cartel investigations, where parties typically initiate proceedings across high courts, causing delays.
Ruling on 18 December 2023, Delhi High Court dismissed a similar challenge by UltraTech Cement on the grounds that the order took into consideration the twin tests, namely substantial interest in the outcome of the proceedings, and public interest, as required by regulation 25 of the Competition Commission of India (General) Regulations, 2009. The court also said the commission’s opinion cannot be substituted unless it is perverse and unreasonable.
As the first case under the Competition Act in which a company under investigation for being part of a cartel has challenged the impleadment of an interested party, the Delhi High Court ruling is weighty.
AnantLaw represented the Builders Association of India both in Madras High Court, where partner Anu Monga led the firm’s team, and in Delhi High Court, where partner Rahul Goel led.
Representing India Cements, AZB & Partners briefed senior advocate PS Raman in Madras High Court. Khaitan & Co and Chandhiok & Mahajan represented Dalmia Cement (Bharat) in Madras High Court.
Trilegal, with partner Nisha Kaur Uberoi leading, represented UltraTech Cement in Delhi High Court, where the firm briefed senior advocate Abhishek Manu Singhvi. Samvad Partners represented the commission in Madras High Court, where it briefed senior advocate Madhavi Divan.
Brickwork Ratings’ licence
| VALUE | LAW FIRMS |
| NA | Economic Laws Practice Samvad Partners |
The Securities and Exchange Board of India (SEBI), under the direction of the Securities Appellate Tribunal, restored the registration certificate of Brickwork Ratings India on 13 September 2023, almost a year after it first cancelled the credit rating company’s certificate, citing operational deficiencies that it had identified.
On 6 June 2023, the appellate tribunal had passed an order quashing the SEBI’s 6 October 2022 order cancelling Brickwork Ratings’ registration certificate. The tribunal had also, on 14 October 2022, stayed the SEBI’s order cancelling the registration while prohibiting Brickwork Ratings from taking any new assignment or contract, or launching any new scheme during its appeal.
The Brickwork Ratings registration saga was seen as part of efforts by the SEBI to boost transparency and accountability of decisions by credit rating companies.
Samvad Partners, with partner Savani Gupte leading, advised and represented Brickwork Ratings. The firm instructed Somasekhar Sundaresan, who was then an advocate, for appearances before two tribunals. Economic Laws Practice, with associate partner Abhiraj Arora leading, represented the SEBI before the appellate tribunal. The firm instructed senior advocate Gaurav Joshi.
UPI-PayNow linkage
| VALUE | LAW FIRMS |
| NA | Amica Law Baker McKenzie Wong & Leow Trilegal |
In what was touted as the world’s first real-time payment systems linkage to use a scalable cloud-based infrastructure, India and Singapore announced, on 21 February 2023, the linkage of India’s Unified Payments Interface and Singapore’s PayNow.
The linking of the two digital payments systems was a first for India and is expected to disrupt existing methods and platforms for transferring money between the two nations.
Trilegal, with partner Nikhil Narendran leading, advised NPCI International Payments, a subsidiary of National Payments Corp of India, which operates India’s retail payments and settlement systems. Singapore-based Amica Law advised Banking Computer Services, which operates payments systems in Singapore. Baker McKenzie Wong & Leow advised the participating Singapore banks.
Nokia v Oppo: ruling on pro-tem security
| VALUE | LAW FIRMS |
| NA | Anand and Anand Saikrishna & Associates |
Legal precedent was set by Delhi High Court in a 3 July 2023 ruling in a standard essential patent (SEP) infringement dispute between Nokia and Oppo, where Oppo was ordered to pay Nokia a pro-tem deposit (a temporary security deposit) while waiting for the dispute to be dealt with, and before the court had investigated the merits of the case.
Ruling in Nokia Technologies OY v Guangdong Oppo Mobile Telecommunications Corp & Others, the court held that Oppo, an ex-licensee of Nokia, should make this deposit as it “balances the interests of right owners with the larger public interest”.
This is a welcome development for SEP holders, who can ask the court to order payment of a pro-tem deposit before the merits of the case are examined. The court said an SEP holder seeking to restrain the sale of an infringing device need not show infringement of each of the thousands of patents that it owns and are used in the product. It can do so by showing that one or a handful of representative patents are infringed.
Anand and Anand, with managing partner Pravin Anand and partner Vaishali Mittal leading, represented Nokia. Saikrishna & Associates, with managing partner Saikrishna Rajagopal leading, represented Oppo.
Read more:
Court confirms SEP holders’ rights to interim security payments
How a recent judgment has changed the course for standard essential patent disputes
For more relevant stories, visit law.asia.
FINANCE
Capital marketsDisputesFinanceInsolvencyM&AOther
Finance
Adani Green Energy follow-on-funding
| VALUE | LAW FIRMS |
| USD1.36 billion | Cyril Amarchand Mangaldas Latham & Watkins Linklaters Saraf and Partners |
Adani Green Energy said on 4 December 2023 that it had secured a USD1.36 billion senior debt facility, in one of Asia’s largest project finance deals for the year. The follow-on-funding boosted the listed company’s construction financing pool to USD3bn. Initial project financing for this was obtained in March 2021.
The facility secured as a green loan from a consortium of eight international banks will help the company develop its renewable energy capacity.
Saraf and Partners and Latham & Watkins advised Adani; Linklaters, with partner Rahul Chatterji leading, and Cyril Amarchand Mangaldas advised the lenders.
AdaniConneX secures data centre funds
| VALUE | LAW FIRMS |
| USD213 million | Allen & Overy Clifford Chance Cyril Amarchand Mangaldas Saraf and Partners |
AdaniConneX obtained USD213 million in construction financing in a deal that closed on 23 June 2023.
A joint venture between Adani Enterprises and global data centre provider EdgeConneX, AdaniConneX said the senior debt facility was the largest data centre financing deal in India. The borrowing from offshore banks and financial institutions will finance construction of data centres in Chennai and Noida, with an aggregate capacity of 67MW.
Allen & Overy and Saraf and Partners, with partner Rohit Raghavan leading, advised AdaniConneX. Clifford Chance, with associate Tom Capel leading, and Cyril Amarchand Mangaldas, led by partner Subhalakshmi Naskar, advised the six lenders.
IKS Health’s acquisition of AQuity Solutions
| VALUE | LAW FIRMS |
| USD200 million | Latham & Watkins Linklaters Shardul Amarchand Mangaldas & Co TT&A |
Indian health tech provider IKS Health completed its USD200 million acquisition of US-based AQuity Solutions on 31 October 2023, in a significant deal for the sector that was partially funded by credit facilities from a group of lenders.
While AQuity is a tech-enabled clinical documentation, medical coding and revenue integrity solutions provider, IKS Health is a competitive player in the US market providing administrative, clinical and other services to healthcare providers. The deal resulted in the merging of leading market players across India and the US.
Latham & Watkins, led by partner Andrew Bishop, and Shardul Amarchand Mangaldas & Co advised IKS Health on financing for the deal. Linklaters, with partner Rahul Chatterji leading, and TT&A advised the arrangers of the secured credit facilities.
DFC loan to Yulu for e-bike growth
| VALUE | LAW FIRMS |
| USD9 million | Hunton Andrews Kurth IndusLaw TT&A |
A deal with a potentially high impact despite its small size is the INR730 million (USD9 million) loan facility granted by the US International Development Finance Corp (DFC) to Yulu, an e-bike company. The technology-driven shared electric mobility company will use the loan to purchase 20,000 electric bikes, especially built for delivery workers, to be deployed as rentals in India.
Yulu says its electric vehicles have been used for almost 75 million green deliveries and that the firm has assisted in the reduction of 15,000 metric tonnes of CO2 emissions.
The deal closed on 7 September 2023. TT&A, with partner Pallavi Meena leading, and Hunton Andrews Kurth advised DFC; IndusLaw, with partner Ashutosh Narang, advised Yulu.
INSOLVENCY
Capital marketsDisputesFinanceInsolvencyM&AOther
Insolvency
Reliance Capital’s USD3bn debt pile settled
| VALUE | LAW FIRMS |
| USD3 billion | Agarwal Law Associates AZB & Partners Crawford Bayley & Co Luthra and Luthra |
Following a complex insolvency process, more than 99% of the committee of creditors of Reliance Capital on 26 June 2023 approved an INR96.6 billion (USD1.2bn) resolution proposal submitted by IndusInd International Holdings, which is part of the Hinduja Group. Reliance Capital, a non-banking financial company comprising valuable and solvent subsidiaries providing a range of financial services, had admitted claims of more than USD3bn.
The insolvency process began on 6 December 2021, and initially attracted 54 prospective suitors. In what was a first for such companies under the corporate insolvency resolution process, the process allowed bids for the company and its subsidiaries as a whole or the subsidiaries on their own. In addition, a controversial second auction that included a challenge mechanism was introduced to increase the value of assets in the final stage of bidding.
IndusInd International’s acquisition of Reliance Capital got the go-ahead from India’s fair-trade regulator on 27 December 2023. In November, the Reserve Bank of India had given its approval for the resolution plan.
Luthra and Luthra, led by partner Piyush Mishra, advised the committee of creditors; AZB & Partners advised the resolution professional; and Crawford Bayley & Co and Agarwal Law Associates advised IndusInd International.
Authum takes over Reliance Home Finance
| VALUE | LAW FIRMS |
| USD1.39 billion | Crawford Bayley & Co Desai & Diwanji JSA |
In the biggest resolution of a debt laden non-banking financial company outside the bankruptcy courts, Authum Investment & Infrastructure took over Reliance Home Finance. A subsidiary of Reliance Capital, Reliance Home Finance owed its creditors INR115.4 billion (USD1.39bn), Bank of Baroda being the largest among them.
Authum’s bid was accepted in June 2021 following a bidding process and several rounds of negotiations between bidders and the Bank of Baroda-led lenders’ consortium. The process was stalled by various court challenges until a Supreme Court ruling on 3 March 2023 cleared the way for Authum to go ahead with its INR33.51bn acquisition.
JSA, with partner Varghese Thomas leading, advised the consortium of lenders led by Bank of Baroda. Crawford Bayley & Co and Desai & Diwanji also advised on the deal.
National Steel & Agro speedy resolution
| VALUE | LAW FIRMS |
| USD240 million | Cyril Amarchand Mangaldas LEx Aeterna |
Following one of the swifter resolutions of an insolvency in India, JSW Steel, through its subsidiary JSW Steel Coated Products, was given the go-ahead by the National Company Law Tribunal to acquire National Steel & Agro Industries on 19 May 2023. National Stock Exchange of India and BSE-listed National Steel & Agro Industries had been in the insolvency process from 11 April 2022. The company’s admitted claims were INR20.23 billion (USD240 million), of which its sole secured lender had a claim of INR16.86 billion.
On 7 October 2022, the company’s committee of creditors approved JSW Steel’s INR6.21 billion resolution plan. On 24 May 2023, JSW Steel announced that it had acquired the entire equity of National Steel & Agro Industries. While the entire process took around 400 days, it had taken just under 180 days for the debtor and the creditor to reach agreement on the way forward.
A nine-partner team from Cyril Amarchand Mangaldas, led by L Viswanathan, advised JSW Steel Coated Products. LEx Aeterna Practices, with managing partner Babu Sivaprakasam and partner Dhrupad Vaghani, advised the resolution professional.
ACIL’s five-year impasse ends
| VALUE | LAW FIRMS |
| USD220 million | Dentons Link Legal Khaitan & Co |
A corporate insolvency that remained unresolved for more than five years, despite an overwhelming majority of the committee of creditors approving a plan for its resolution, was effectively resolved on 22 December 2023, with the National Company Law Tribunal (NCLT) approving Ramkrishna Forgings’ resolution plan for automotive components manufacturer ACIL, albeit on the direction of the Supreme Court. ACIL had owed creditors INR18.3 billion (USD220 million) after going insolvent in September 2018.
On 5 August 2019, creditors had approved a resolution plan by Ramkrishna Forgings that included a haircut of more than 90%. However, the plan had been held up by the NCLT in a decision upheld by the National Company Law Appellate Tribunal (NCLAT) on 19 January 2022. The NCLT had directed the official liquidator to revalue the assets in question.
Setting aside both decisions on 21 November 2023, the Supreme Court said the NCLT and NCLAT had no jurisdiction or power to ask for a revaluation of assets as there had been no objection to the resolution plan from any party. The court pointed out the committee of creditors “is the decision maker and in the driver’s seat”.
Dentons Link Legal, with partner Abhishek Sharma leading, advised ACIL; Khaitan & Co advised Ramkrishna Forgings.
Chowgule acquires Bharati Defence shipyard
| VALUE | LAW FIRMS |
| USD9 million | AKR Advisors Chandhiok & Mahajan Saraf and Partners |
In a rare case of an acquisition by way of a private sale as part of a liquidation under India’s insolvency laws, Chowgule acquired the Mangalore shipyard of bankrupt shipbuilder Bharati Defence and Infrastructure.
The INR750 million (USD9 million) acquisition by what is one of India’s largest shipbuilders happened after the National Company Law Tribunal (NCLT) ordered the liquidation of privately held Bharati Defence and Infrastructure in January 2019. The tribunal had refused to approve a resolution plan that it said was not in the interest of all stakeholders. Bharati Defence and Infrastructure, which had a valuable licence to build warships, had been in insolvency since June 2017.
Chowgule was given the green light to complete the acquisition in a 17 February 2023 order by the tribunal, which included directions about the lease of land occupied by the shipyard.
Chandhiok & Mahajan, with partner Pooja Mahajan leading, advised Chowgule. Saraf and Partners advised the liquidator. AKR Advisors advised the Mangalore Port Authority.
MERGERS & ACQUISITIONS
Capital marketsDisputesFinanceInsolvencyM&AOther
- Temasek takes majority stake in Manipal Hospitals
- Inox PVR merger
- Qatar, Bodhi Tree Systems invest in Viacom18 Media
- Maruti Suzuki buys Suzuki Motor Gujarat
- JSW Energy acquires Mytrah Energy assets
- Roadzen gets Nasdaq listing after SPAC merger
- Abu Dhabi bets big on Lenskart
- Apax Partners buys significant stake in IBS
- Warburg Pincus controlling stake in Vistaar Finance
- Serentica Renewables secures more KKR investment
- Morgan Stanley, Banyan Tree Capital exit Nspira
- Kotak Mahindra buys stake in Sonata Finance
- Infosys acquires Danske Bank’s IT centre in India
- Hapag-Lloyd takes 40% JM Baxi Ports stake
- Warner Music India buys majority stake in Divo
- Everstone exits Servion Global Solutions
Mergers & Acquisitions
Temasek takes majority stake in Manipal Hospitals
| VALUE | LAW FIRMS |
| USD2 billion | AZB & Partners JSA Milbank Trilegal |
An early investor in India’s healthcare sector, Temasek acquired a majority stake in Bengaluru-based Manipal Health Enterprises, which operates Manipal Hospitals, in a deal that closed on 14 July 2023. The Singapore sovereign fund’s USD2 billion acquisition of a 41% stake took its holding in Manipal Hospitals to 59%.
The deal, which is said to be the largest PE transaction in India’s healthcare sector to date, provided a partial exit to alternative asset management firm TPG and a full exit to National Investment and Infrastructure, an investment platform anchored by India’s government.
It involved several simultaneous share sale and purchase transactions in jurisdictions such as Mauritius, Singapore and India. The Competition Commission of India gave its approval to the deal on 6 June 2023.
Trilegal, with partner Harsh Maggon and Ankit Kejriwal leading, advised Manipal Group. Milbank, with partner David Zemans leading, was offshore counsel to Manipal Group entities and its promoters.
JSA, with partner Vikram Raghani leading, advised Temasek. AZB & Partners, with partner Vaidhyanadhan Iyer leading, advised TPG Capital.
Inox PVR merger
| VALUE | LAW FIRMS |
| USD2 billion | Khaitan & Co Shardul Amarchand Mangaldas & Co |
The merger of leading Indian multiplex companies PVR and Inox Leisure closed on 6 February 2023, just under a year after it was announced. The combined entity, PVR INOX, is the largest film exhibition company in the country, with about half of India’s multiplex screens. Valued at about USD2 billion, the company operates 1,546 screens across 109 cities. The all-share merger saw Inox stockholders receiving three PVR shares for every 10 of their Inox shares. According to the merger announcement, the promoters of Inox Leisure were to have a 16.66% stake in the merged entity; the promoters of PVR would have a 10.62% stake.
Despite the company’s dominant market position, the merger did not require the approval of India’s fair-trade regulator. With the pandemic having hit both companies’ turnovers, the deal benefitted from a revenue-based statutory exemption to the Competition Commission of India’s approval requirements.
A five-partner team from Khaitan & Co, led by Ashraya Rao, advised Inox Leisure. Shardul Amarchand Mangaldas & Co, with Raghubir Menon and Anirban Bhattacharya leading a seven-partner team, advised PVR.
Qatar, Bodhi Tree Systems invest in Viacom18 Media
| VALUE | LAW FIRMS |
| USD1.83 billion | AZB & Partners Cyril Amarchand Mangaldas JSA Khaitan & Co Shardul Amarchand Mangaldas & Co White & Case |
In a deal that is expected to form one of India’s largest TV and digital streaming companies, even as it transforms the country’s digital streaming eco-system, Viacom18 Media said on 13 April 2023 that an acquisition of equity by Bodhi Tree Systems had closed. Viacom18 Media, which is at the centre of action surrounding streaming rights for the Indian Premier League, is a joint venture between Reliance and Paramount Global.
Bodhi Tree Systems was to have acquired a 40% equity stake in Viacom18 Media according to an announcement made on 27 April 2022. However, the investor platform, backed by the Qatar Investment Authority, the sovereign fund of Qatar, slimmed down its planned investment by about 70%.
As such, its shareholding stood at 13.08% when the deal closed. Entities of the Reliance Group had increased their investments in Viacom18 Media, taking Reliance’s stake to 60.37%. Paramount Global’s stake in Viacom18 Media stood at 13.01%.
The INR151.45 billion (USD1.83bn) investment by Reliance and Bodhi Tree Systems, required approvals from both the National Company Law Tribunal and the Competition Commission of India.
Cyril Amarchand Mangaldas, with partner L Viswanathan leading, and Khaitan & Co advised Viacom18 and its existing investor, Reliance. AZB & Partners, with managing partner Zia Mody and senior partners Ashwath Rau and Roxanne Anderson, advised Bodhi Tree Systems.
Shardul Amarchand Mangaldas & Co, with partner Gauri Chhabra leading, and White & Case, with partner Sayak Maity leading, advised the Qatar Investment Authority. JSA, with partner Lalit Kumar leading, advised existing investor Paramount Global.
Maruti Suzuki buys Suzuki Motor Gujarat
| VALUE | LAW FIRMS |
| USD1.54 billion | Nagashima Ohno & Tsunematsu Saraf and Partners Shardul Amarchand Mangaldas & Co |
In one of the largest deals in the automobile sector in recent times, India’s largest passenger carmaker, Maruti Suzuki India, completed the USD1.54 billion acquisition of 100% of Suzuki Motor Gujarat (SMG) on 24 November 2023.
A subsidiary of Suzuki Motor Corp, Maruti Suzuki India was exercising its option to acquire the shares of SMG from its parent – also Suzuki Motor Corp – following the termination of Maruti Suzuki India’s contract manufacturing agreement with SMG announced on 31 July 2023.
The acquisition was by way of a preferential allotment of equity shares in Maruti Suzuki India to Suzuki Motor Corp. As a deal between two related parties it required multiple approvals, including from shareholders.
Saraf and Partners, with senior partner Vaibhav Kakkar leading the team, advised Maruti Suzuki; Shardul Amarchand Mangaldas & Co and Nagashima Ohno & Tsunematsu advised Suzuki Motor Corp.
JSW Energy acquires Mytrah Energy assets
| VALUE | LAW FIRMS |
| USD1.35 billion | Cyril Amarchand Mangaldas HSA Advocates Khaitan & Co |
In what was the private sector power supplier’s largest acquisition to date, JSW Energy acquired a portfolio of renewable energy assets with a generating capacity of 1,753MW from Mytrah Energy. The USD1.35 billion acquisition was done through JSW Energy’s subsidiary, JSW Neo Energy, and closed on 31 March 2023.
While 15 special purpose vehicles (SPVs) and 13 ancillary SPVs with a total installed renewable energy capacity of 1,449MW have become subsidiaries of JSW Neo Energy, the company acquired optionally convertible debentures with a right to convert into equity in two SPVs that have renewable energy assets of 304MW.
The Competition Commission of India, gave its approval for the deal on 29 September 2022.
Financing for the deal was described as a one-of-a-kind transaction. The State Bank of India provided a term loan of INR14bn (USD170 million) to JSW Energy. It was implemented under rules that allow banks to advance loans to promoters for acquiring shares in companies that implement or operate infrastructure projects.
HSA Advocates, with partners Jivesh Chandrayan and Amaresh Kumar Singh, advised Mytrah Energy. Khaitan & Co, with partners Akhil Bhatnagar and Kumar Saurabh Singh leading, advised JSW Energy. Cyril Amarchand Mangaldas, with partner Ramanuj Kumar leading, advised the State Bank of India on financing for the deal.
Roadzen gets Nasdaq listing after SPAC merger
| VALUE | LAW FIRMS |
| USD683 million | DMD Associates Gibson Dunn & Crutcher Shardul Amarchand Mangaldas & Co Sidley Austin Winston & Strawn |
In the first step of a deal that could provide a template for Indian tech-driven startups to become publicly traded companies, auto insuretech company Roadzen completed its merger with Nasdaq-listed Vahanna Tech Edge Acquisition I Corp, a special purpose acquisition company, on 20 September 2023. The merger was followed by the Nasdaq listing of the combined entity two days later. The deal valued Roadzen at a pre-money equity value of USD683 million. Its shareholders were expected to own 73.2% of the merged company.
Roadzen, which occupies the niche sector of auto insurance technology that utilises AI, said the proceeds would accelerate investment in sales and growth initiatives, and technology, and allow it to pursue additional strategic M&A opportunities.
Winston & Strawn, with partners David Sakowitz, Jason Osborn and Jeffrey Stern leading, advised Roadzen. DMD Associates, with senior partner Rashi Dhir leading, and Gibson Dunn & Crutcher, with partner James Springer, advised Vahanna Tech Edge Acquisition I Corp.
Sidley Austin, with partner Michael Heinz leading, and Shardul Amarchand Mangaldas & Co advised Mizuho Securities, which was Vahanna’s financial adviser.
Abu Dhabi bets big on Lenskart
| VALUE | LAW FIRMS |
| USD500 million | Allen & Overy AZB & Partners Khaitan & Co Rajaram Legal |
Abu Dhabi’s main sovereign wealth fund, Abu Dhabi Investment Authority, invested USD500 million into eyewear retailer Lenskart, becoming one of the Indian multinational’s biggest shareholders with a reported 10% stake. The deal, which involved primary and secondary shares, closed on 29 March 2023.
Lenskart, valued at USD4.2 billion, says it is the largest eyewear retailer in Asia.
AZB & Partners, with partners Darshika Kothari, Kunal Kumbhat and Vasudha Asher, and Allen & Overy advised the buyer; Rajaram Legal, with managing partner Archana Rajaram leading, and Khaitan & Co advised Lenskart and its shareholders.
Apax Partners buys significant stake in IBS
| VALUE | LAW FIRMS |
| USD450 million | Allen & Gledhill Ashurst AZB & Partners Drew & Napier Kirkland & Ellis Ogier Simpson Thacher & Bartlett Trilegal WongPartnership |
In a deal that had been expected for some time, PE firm Apax Partners acquired a significant minority stake in IBS Software from Blackstone in a USD450 million deal that closed on 30 August 2023.
Blackstone had been looking to sell its 44% stake in IBS Software, a provider of software-as-a-service (SaaS) solutions to the global travel and logistics industry, after its plans for a foreign listing in 2022 failed to materialise. Blackstone had acquired its minority stake in IBS Software in 2015 for about USD170 million.
The acquisition by funds advised by Apax Partners valued IBS Software at more than USD1 billion. The deal involved entities with a worldwide presence and required merger control consents. The Competition Commission of India (CCI) gave its approval for the acquisition on 16 August 2023.
Drew & Napier, with partner Jon Nair leading, and AZB & Partners advised IBS Software. Simpson Thacher & Bartlett, which included partners Ian Ho and Jonathan Stradling, and Allen & Gledhill advised Blackstone.
Kirkland & Ellis, with partners Adarsh Varghese and Leo Greenberg, Trilegal, WongPartnership, Ashurst, and Ogier (Luxembourg) advised Apax Partners.
Trilegal, with partner Nisha Kaur Uberoi leading, secured the CCI’s approval of Apax Partners’ acquisition of about 30% of IBS Software.
Warburg Pincus controlling stake in Vistaar Finance
| VALUE | LAW FIRMS |
| USD250 million | AZB & Partners Cyril Amarchand Mangaldas IndusLaw |
Warburg Pincus acquired a 92.25% stake of non-banking financial services company Vistaar Finance in a USD250 million deal that closed on 25 May 2023. The deal provided exits for existing PE and VC investors including WestBridge Capital, Elevar Equity, Omidyar Network India and Saama Capital.
This is reportedly one of the largest investments in the financial services sector by the global PE firm in India. Bengaluru-based Vistaar Finance specialises in lending to micro, small and medium-sized enterprises.
AZB & Partners, with partner Vaidhyanadhan Iyer and Jeet Chaudhuri, advised Warburg Pincus. Cyril Amarchand Mangaldas, with partners Reeba Chacko and Saurav Samaddar, advised Vistaar and its selling shareholders. IndusLaw, with partner Rashi Saraf leading, advised Elevar Equity.
Serentica Renewables secures more KKR investment
| VALUE | LAW FIRMS |
| USD250 million | Allen & Overy AZB & Partners Collyer Law Simpson Thacher & Bartlett Trilegal WongPartnership |
KKR’s USD250 million acquisition of an equity stake in green energy developer Serentica Renewables was emblematic of the growing interest in India’s clean energy sector. The deal closed on 15 June 2023, and adds to the USD400 million investment the US private equity firm made in Serentica in November 2022.
Serentica Renewables was established in 2022. It is jointly owned by KKR and Twinstar Overseas, which is held by a holding company of the family trust of Anil Agarwal, the founder of Vedanta. Twinstar Overseas also owns controlling stakes in Sterlite Power Transmission and Sterlite Technologies.
Trilegal, with partner Arnav Dayal, and Collyer Law, led by Azmul Haque and Vincent Bu, advised Serentica Renewables on Indian and Singapore law aspects of the deal, respectively. AZB & Partners, with partners Ashwath Rau and Atreya Bhattacharya, advised KKR. WongPartnership, with partner Quak Fi Ling, advised KKR on Singapore law aspects.
Allen & Overy, with partner Harsh Pais leading, also advised the Vedanta Group, Sterlite and Serentica Renewables. Simpson Thacher & Bartlett, with partners Ian Ho and Erik Wang, advised KKR.
Morgan Stanley, Banyan Tree Capital exit Nspira
| VALUE | LAW FIRMS |
| USD165 million | Cyril Amarchand Mangaldas DSK Legal Trilegal |
Funds managed by Morgan Stanley and Banyan Tree Capital exited Nspira Management Services through a USD165 million deal that closed on 2 November 2023.
Nspira provides management services to educational institutions run by the Narayana Group.
This is being seen as one of the largest exits in the education sector in India. The deal was through a leveraged buyout in which Narayana Group, supported by a group of financial investors, acquired Morgan Stanley’s 18.23% stake and Banyan Tree Capital’s 2.24% stake in Nspira.
The Competition Commission of India gave its approval for the deal on 27 March 2023.
DSK Legal, with partner Hemang Parekh leading, advised the Narayana Group, which is the promoter of Nspira Management Services. Trilegal, with partner Kunal Chandra leading, advised Morgan Stanley; Cyril Amarchand Mangaldas advised Banyan Tree and the lead lender who financed the leverage buyout.
Kotak Mahindra buys stake in Sonata Finance
| VALUE | LAW FIRMS |
| USD67 million | AZB & Partners Cyril Amarchand Mangaldas Nishith Desai Associates |
In a deal designed to scale up its operations in rural and semi-urban India, India’s fourth-largest private lender, Kotak Mahindra Bank, acquired the entire issued and paid-up capital of Lucknow-based Sonata Finance in a USD67 million all-cash deal. A non-banking financial company, Sonata Finance is an established microfinance player.
The deal showcases steps taken by banks and other financial institutions to increase their footprint in the microfinance sector and build levels of financial inclusion. It was announced on 10 February 2023, and closed on 31 October 2023.
Cyril Amarchand Mangaldas advised Kotak Mahindra Bank. AZB & Partners, with partner Srinath Dasari leading, advised Sonata Finance.
Nishith Desai Associates, with partner Basava Rao, advised five existing shareholders of Sonata Finance: Creation Investments, Caspian, Triodos Investment Management, Proparco, and the Michael & Susan Dell Foundation.
Infosys acquires Danske Bank’s IT centre in India
| VALUE | LAW FIRMS |
| USD454 million | Bird & Bird Gorrissen Federspiel Khaitan & Co |
As part of a strategic partnership deal with Denmark’s Danske Bank, Infosys acquired its Indian subsidiary Danske IT in a USD454 million deal that closed on 1 September 2023. The deal is noteworthy as it comes even as India’s IT services sector continues to feel the effects of an uncertain global economy.
Bengaluru-based Danske IT has about 1,400 employees and covers IT development and operations for the bank.
Khaitan & Co, with senior partner Haigreve Khaitan and partner Sanjay Khan Nagra, advised Infosys on the Indian law aspects of the acquisition. Bird & Bird, with partners Jan Ussing Andersen, Casper Moltke-Leth and Morten Nissen, advised Infosys on Danish law aspects of the deal.
Gorrissen Federspiel, with partners Ole Horsfeldt and Mikael Philip Schmidt, advised Danske Bank.
Hapag-Lloyd takes 40% JM Baxi Ports stake
| VALUE | LAW FIRMS |
| Confidential | Allen & Overy AZB & Partners Shardul Amarchand Mangaldas & Co Trilegal |
In a deal flagged as the largest in India’s port sector, Hapag-Lloyd said it completed the acquisition of a 40% stake in JM Baxi Ports & Logistics (JMBPL) on 19 April 2023. India’s fair trade regulator had given its approval for the acquisition, which was done through a Hapag-Lloyd subsidiary, HL Terminal Holding, on 27 March 2023.
Hapag-Lloyd acquired the shares from Bain Capital Private Equity, which held a 35% stake, and the Kotak family, which holds a majority of the shares of JMBPL, a private terminal and inland transport service provider. This deal is touted to be Bain’s first private exit from India.
Shardul Amarchand Mangaldas & Co and Allen & Overy, with partner Harsh Pais leading, advised Hapag-Lloyd. Trilegal, with partner Nishant Parikh leading, advised JMBPL. AZB & Partners, with partners Qais Jamal and Gaurav Bansal leading, advised Bain Capital.
Warner Music India buys majority stake in Divo
| VALUE | LAW FIRMS |
| Not disclosed | Khaitan & Co Lakshmikumaran & Sridharan |
In a significant deal for India’s music and digital content industry, Warner Music India acquired a majority stake for an undisclosed amount in Divo, a digital media and music company with a presence across all four South Indian language music markets. The deal, designed to give the company a presence across India, closed on 1 July 2023.
Warner Music India acquired the equity stake through a primary subscription and secondary sale, in what one of the law firms involved described as “a complex transaction”.
Lakshmikumaran & Sridharan, with partner Noorul Hassan leading, advised Divo. Khaitan & Co, with partner Bhavik Narsana leading, advised Warner Music India.
Everstone exits Servion Global Solutions
| VALUE | LAW FIRMS |
| NA | Lazare Potter Giacovas & Moyle Nishith Desai Associates Shardul Amarchand Mangaldas & Co TT&A White & Case |
Continuing a string of exits reportedly in preparation for its fourth PE fund, Everstone Capital, along with other shareholders, sold Servion Global Solutions to EMK Capital, a UK-based PE fund, for an undisclosed amount. The India-focused PE firm had acquired Servion, a specialist global IT services provider focused on contact centre solutions, through special purpose vehicle Evertech Holdings in 2014. The deal closed on 6 November 2023.
Chennai-headquartered Servion Global Solutions has more than eight subsidiaries and step-down subsidiaries globally, including in the US, UK, Canada, Qatar and Singapore.
Nishith Desai Associates, with partner Basava Rao leading, advised Everstone Capital. Shardul Amarchand Mangaldas & Co and White & Case advised the purchaser, EMK Capital; TT&A Advocates advised Cisco, an existing investor of Servion Global. Lazare Potter Giacovas & Moyle advised existing investors of Servion Global.
OTHERS
Capital marketsDisputesFinanceInsolvencyM&AOthers
OTHERS
Music industry win against stream ripping sites
| VALUE | LAW FIRMS |
| NA | ANM Global |
Delhi High Court ordered internet service providers to block access to 18 sites offering stream ripping, a form of digital music piracy where copyrighted music or video is downloaded from a streaming platform.
The 12 January 2023 ruling was India’s first blocking order targeting stream ripping and created a dynamic injunction covering any new website that provides a means of accessing the same 18 infringing websites.
ANM Global, with partner Anushree Rauta leading, represented the petitioners Sony Music India, Universal Music India and Warner Music India. The International Federation of the Phonographic Industry, the organisation that represents the recorded music industry worldwide, co-ordinated the case along with Indian Music Industry, which represents music labels in the country.
Tomorrow Sales ruling and third-party funding
| VALUE | LAW FIRMS |
| NA | Acuity Law PSL Advocates and Solicitors |
In Tomorrow Sales Agency Private Limited v SBS Holdings Inc and Others, Delhi High Court on 29 May 2023 made one of the first judgments in Indian courts on third-party funding in alternative dispute resolution cases. The court weighed in on what was an untested principle of law: can interim relief be sought against a non-party to a dispute – in this case the third-party funder – at a stage after the arbitral award has been made?
In addition to affirming the legality of third-party funding and emphasising its role in ensuring access to justice, a division bench of the court held that “it would be counterproductive to introduce an element of uncertainty by mulcting third-party funders with a liability which they have not agreed to bear”. Third-party funding of dispute resolution is relatively undeveloped in India.
Acuity Law, with partner Renjith Nair leading, represented SBS Holdings, a Japanese company that had won an arbitral award in December 2022 against SBS Transpole Logistics. PSL Advocates and Solicitors represented a promoter of SBS Transpole Logistics. Shashank Garg represented the third-party funder, Tomorrow Sales Agency.
VFX rights: Trishul Media denied film credit relief
| VALUE | LAW FIRMS |
| NA | AMR Law Anand and Naik Meraki Chambers |
In Trishul Media Entertainment v Retrophiles and T-series, Bombay High Court declined to act on the visual effects company’s petition seeking its right to be credited in the end credits of a film. In a case with implications for the development of rights related to visual effects, or VFX, the court declined to restrain the release of a film produced by Retrophiles, the music of which had been sold to T-series.
In its ruling on 18 August 2023, the court said special rights accorded to an author of works, as provided under section 57 of the Copyright Act 1957, can only be exercised by a natural person. As a juristic entity, Trishul Media could not claim the rights of an author of works used in the film.
AMR Law, with partner Munaf Virjee leading, represented Retrophiles; Anand and Naik, with partner Ameet Naik leading, represented T-series; and Meraki Chambers represented Trishul Media Entertainment.
Tata Power Renewable Energy’s group captive scheme
| VALUE | LAW FIRMS |
| NA | Argus Partners SKV Law Offices |
On 8 June 2023, Tata Power Renewable Energy announced it had been awarded a contract for what is being billed as one of India’s biggest industrial around-the-clock power projects under the country’s group captive scheme, in which one or more parties invests in generating power for their own consumption. As such, the company’s subsidiary, TP Vardhaman Surya, will set up a 966 megawatt solar and wind renewable power generation project for Tata Steel.
Tata Steel said the project would fulfill a significant part of its green energy requirements in India. To meet the requirement of the group captive scheme, Tata Steel will acquire a 26% stake in TP Vardhaman Surya.
SKV Law Offices, with partner Pranav Bhaskar leading, advised Tata Power Renewable Energy; Argus Partners, with partner Adity Chaudhury leading, advised Tata Steel.
