Our fund formation practice regularly represents fund sponsors and managers in the setting up and operation of both onshore and offshore fund structures for investments in India. We have advised on the establishments of funds of all types and sizes – venture capital funds, private equity funds, hedge funds, mutual funds, debt funds, infrastructure funds, real estate funds, real estate investment trusts, venture debt providers, and so on.
We assist our clients in all legal aspects of a fund’s life cycle, from structuring of the fund to overseeing the fund administrators and coordinating with regulatory authorities in multiple jurisdictions as elaborated below.
- Structuring: Advising on structuring the fund creatively so as to make them most tax efficient and compliant with Indian regulations, while not impeding their fund-raising flexibility. Our role here includes working with the tax advisors and local legal counsel in other jurisdictions to recommend the most optimal domicile jurisdiction for each fund.
- Documentation: Drafting, negotiating, and finalizing the fund documentation including the private placement memorandum, limited partners agreement, trust deed, investment management agreement, investment advisor agreement, and contribution agreements.
- Regulatory Registrations: Preparation of the applications to be filed with regulators like the Securities and Exchange Board of India, Reserve Bank of India and such other Indian and foreign regulators as may be required for registration of alternative investment funds (AIFs), offshore pooling vehicles, foreign venture capital investors (FVCIs), and foreign portfolio investors (FPIs). We also oversee and work closely with foreign legal counsel and fund administrators and often assume the role of the project lead counsel for our clients.
- General Advisory: Advising on all matters relating to investment funds, including assistance with reporting and other statutory compliances. We also advise the general partners of funds on governance matters, carried interest and co-investment arrangements.
Some of the notable funds that we have advised and assisted in setting up in recent times are:
- Represented Sycamore Ventures in connection with their joint venture with a leading Indian financial institution to set up a USD 500 million infrastructure fund.
- Assisted in the formation of a USD 200 million fund which contemplates a co-investment arrangement amongst an overseas fund and two domestic funds.
- Represented Utilis Capital in relation to the setting up and formation of a unique early stage fund in India which has been registered as a Category I AIF.
- Represented sponsors of a Singapore based funds business in connection with their joint venture with a reputed global financial institution to create a multi-asset class platform to invest in various markets, including India.