Category: Ruchir Sinha
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Private Credit: Supreme Court holds that ownership of pledged shares remains with pledgor despite transfer to pledgee
SC overrules a series of prior rulings which held that pledgee becomes the owner of pledged shares upon invocation. SC holds that even though pledgee is recorded as beneficial owner upon invocation, pledgee only receives ‘special rights’ and not ‘ownership’ over pledged shares. The term ‘actual sale’ means sale to a third party…
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Denial of tax treaty benefits: Blueprinting defence strategies for PE funds – A tax litigation perspective
Revenue has issued reassessment orders to several global PE/VC funds denying tax treaty benefits to grandfathered investments alleging treaty shopping through Mauritius and Singapore between AY 2013-14 and 2015-16 Substantial tax, interest, and penalty has been levied invoking judicial anti-avoidance principles based on a supposed lack of commercial substance in these jurisdictions…
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Private Funds: SEBI holds AIF investors in breach of insider trading norms for AIF’s investments decisions
SEBI holds investors of AIFs having UPSI/ MNPI in breach of insider trading norms for investment decisions of AIFs Investors into pooled investment vehicles exposed to substantial risk for actions beyond their control and visibility Compliance seems rather impractical and creates complications for both the AIF and its investors – bad law that needs to…
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Private Funds: Six considerations when negotiating carry clawback provisions
Clawback liability must be ascertained with respect to each investor Standalone clawback obligations may not be sufficient The clawback provision should include a true-up mechanism for sponsors…
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Should Offshore Funds Appoint Directors?
The issue of director duties and attendant liabilities has been a subject of immense debate as the role of directors evolves in the Indian context. India is perhaps a decade behind the west in this evolution process, though rapidly catching up driven by increasingly proactive proxy advisory firms and institutional capital taking significant positions in…
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Fund Formation: The Beginning of the Fund Lifecycle for India Focussed Funds
We are delighted to share our most recent and comprehensive research paper discussing at length the legal, tax, regulatory, commercial and strategic issues concerning the setting up of India focussed funds. Over the past few years, the investment funds industry has been the subject of a series of legislative and regulatory interventions designed variously to…
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InvITs: Gamechanger in the Indian Infrastructure Story!
Infrastructure has been the highest capital receiver in 2021, and InvITs continue to be the most favoured investment vehicle for sponsors and global investors alike. InvITs have received >USD 10 billion of investments in the last couple of years, with investments from some of the largest fund houses. The roads regulator of India (NHAI) has…
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Who Will Move To GIFT City?
It’s Singapore, Cayman Islands, Luxembourg, Ireland, Mauritius vs GIFT City. Or at least that’s the ambition — to be counted in the league of fund-friendly jurisdictions. To that end, the International Financial Services Centre Authority (IFSCA) has floated draft proposals for fund management activity in GIFT City. Until 2020, the Securities and Exchange Board of…
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GIFT City – Analysing New Fund Management Regulations and why GIFT City still doesn’t work
IFSCA proposes significant shift in regulatory regime for investments funds – shift from investment vehicle towards fund management entity (FME) Replacement of Category I, II and III AIFs under present AIF Framework with investment schemes viz. Venture Capital Scheme, Restricted Scheme (Non-Retail) and Retail Schemes…
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SEBI Introduces Special Situation Funds: Opens doors for acquisition of stressed loans without ARC intermediation
Special Situation Funds (SSF) have been launched Category – 1 AIF for sophisticated investors Offshore investors no longer have to rely on an Asset Reconstruction Company / Asset Reconstruction Trust framework to invest in stressed assets…