Category: Shreejith R
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Employee Incentivisation in InvITs – What is SEBI regulating?
SEBI introduces framework for unit-based employee benefit plans for employees of the investment manager of the InvIT. All such plans now to be managed through an employee benefit trust (EBT) Trust can acquire units from the secondary market or get them from the manager (swapped for management fees) – in each case subject to 60%…
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Public M&A: JV’s with exclusivity under SEBI’s scanner – The Linde Case
Independent Directors must pay closer attention to transactions with related parties. They should ask- are there any non-price factors that are not reflected in the transaction price? If yes, what is the value of these factors? Can they trigger the materiality threshold and need shareholder approval? Non-price factors could be a non-compete clause, especially crucial…
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Group Captive Upheld –Stage Set for C&I Secondaries
Fetters on captive open access removed – group open access now has clear, consistent standards. ‘Captive User’ benefit not limited only to those who establish/ set up the plant but also to those who acquire later – providing much needed relief for secondary buyers of C&I assets.
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Public M&A: Do List Cos Really Need Omnibus RPT Approvals?
There seems to be an overlap between regular RPT approvals and omnibus approval routecreating ambiguity on what type of approvals must be procured for long term related partycontracts?Listed companies often enter into long term contracts with…
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C&I Green Open Access-play: The next big investment destination for infra funds?
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C&I market significantly untapped – accounts for just 6% of the total renewable power purchases Captive open access the most preferred route – i.e. procuring power for captive consumption from private renewable players using govt. transmission facilities. C&I consumer perspective – low investment, significant cost savings,
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Smart meters: The basic infrastructure for a green future
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Smart meters are essentially a data play – offering unprecedented data that can be used to bring online more green energy, curb electricity loses and reduce costs for consumers The sector has immense depth – USD 30 bn over just the next 2-3 years….
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Ambiguity with thin cap norms: Private credit players risk significant tax leakage
Accurate reading of thin capitalization norms is highly relevant to maximize IRRs, especially in asset heavy sectors Currently, norms interpreted such that sometimes the entire interest paid to foreign related parties is disallowed for the target (as expense)…
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How to Negotiate Key Person Provisions – A Lawyer’s Guide
The occurrence of a key person event should not trigger a domino effect across other funds managed by the sponsor The ‘time and attention’ requirement should be drafted so as to avoid inadvertent foot faults The question of whether or not a key person event has occurred should not be the subject of a long-drawn…
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EduInfra – Emergence of a new asset class
EduInfra offers a promising 10 – 11% entry cap rate for annuity investors with rental escalations in the region of 3 – 5% Infrastructure classification allows for tax optimal exit through InvITs Seller awareness needed – operators slowly moving towards asset light models; depth, but potential…
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Unexplored Strategies in the Fortis Saga: Public shareholders and IHH Healthcare exposed to significant collateral damage?
Latest SC judgement uncovers Daiichi’s new approach – Fortis, IHH and, public shareholders under the gun for liabilities of Fortis’ erstwhile promoters Public shareholders will need to brace for impact and be proactive – else risk getting the short end of the stick Legal sanctity of the ‘theory of attribution’ possibly misplaced in the Fortis…