Fund Formation

Holistic legal advice across the lifecycle of a fund

We view fundraising as the foundation of the lifecycle of an investment fund and as a critical piece that informs various aspects of its operations and investment programme. In light of its importance, we apply a rigorous process to our fund formation projects which involves studying prior investor negotiations and the approaches adopted by peer funds in the market, a thorough deliberation of proposed commercials and fund terms, and ultimately a structuring and documentation exercise to minimise legal, tax and regulatory inefficiencies.

Our team has experience with fundraising on behalf of some of the largest fund houses in India, Europe and the United States. Our team members have acted on product offerings across various asset classes ranging from vanilla venture capital and private equity funds to more bespoke products in the real estate, infrastructure, debt, fintech and impact investment spaces. Unafraid of innovation, our team members have developed creative structures to address client requirements during challenging fundraising cycles. Some of these include dual currency structures and tailored waterfall arrangements.

While the representation of sponsors forms the mainstay of our practice, our team members have also been retained to act for LPs in special situations such as where the LP is the cornerstone investor or where the LP is participating in a managed account arrangement or investing in a single-asset fund. Our team members have been engaged repeatedly by two of the world’s largest sovereign wealth funds besides a number of pension programmes and large institutional investors.

As the Indian funds industry continues to mature, we have seen a proliferation of co-investment arrangements. Such arrangements involve intense negotiations usually guided by the profile of the underlying deal. We are uniquely equipped to drive these negotiations given our ability to tap the expertise of our deal lawyers.

As lawyers advising an industry that has been directly impacted by the liberalisation of the Indian economy, we believe it is important to shape conversations relating to legal reform and are keenly aware that participation in such conversations help us perfect our understanding of the constantly evolving tax and regulatory landscape applicable to India-based and India-focused investments funds. With this in mind, our team has been actively involved with the rollout of the Foreign Portfolio Investors (FPI) Regulations (which replaced the erstwhile FII Regulations) and the introduction of the regulatory framework for Real Estate Investment Trusts, to take a few examples.

Clients value our capabilities as a holistic funds practice and draw on our fund formation expertise as well as our specific knowledge across various target industries.

Representative transactions

  • A leading GCC sovereign wealth fund in connection with various investments, including:
    • Its investment in National Investment and Infrastructure Fund’s Master Fund and the investment management entity.
    • Its investment in Cube Highways and Infrastructure Pte. Ltd., a portfolio company which owns several Indian SPVs engaged in the business of constructing and operating roads in India.
    • Its investment in a pre-stress and distressed assets fund managed by Kotak Investment Advisors.
    • Its investment in KKR’s non-banking finance business in India.
  • Roadis, the roads platform owned by one of the largest Canadian pension fund managers, PSP Investment, on the establishment of its investment platform with NIIF for investments in the roads and highways sector.