Firm Matters
BackKhaitan & Co advised DWS Group GmbH & Co. KGaA (“DWS”) in relation to its proposed acquisition of 40% of Nippon Life India AIF Management Ltd (“NAIF”), currently a wholly owned subsidiary of Nippon Life India Asset Management Ltd (“NAMI”) for a consideration of approx. INR 733 crores by subscribing to equity shares to be issued by NAIF by way of preferential allotment (“Proposed Transaction”). This is amongst the first foreign investments and joint ventures in the Indian AIF space.
The Proposed Transaction is expected to be completed within 12 months from the execution of the share subscription agreement between NAIF and DWS (“SSA”), subject to receipt of regulatory approvals from the Securities Exchange Board of India and Competition Commission of India, requisite consent of investors of the AIFs managed by NAIF, and fulfilment of other conditions precedent stipulated in the SSA. After the said issuance of equity shares to DWS, NAIF will cease to be a wholly owned subsidiary of NAMI, and it would continue to remain as a subsidiary. NAMI, NAIF and DWS have executed a shareholders’ agreement with respect to the governance and management of NAIF and the inter se rights and obligations of the shareholders.
In addition to the Proposed Transaction, DWS and NAMI will continue to pursue a close strategic collaboration on the development and launch of passive investment solutions, as well as a global agreement for the distribution of actively managed India strategies through DWS’ international distribution network. The partnership will combine NAMI’s long-standing market and investment expertise in India with DWS’ global reach and product capabilities.
The Firm advised DWS on all legal and regulatory aspects of the Proposed Transaction, including legal, funds and regulatory due diligence, transaction structuring and transaction documents (including the share subscription agreement and the shareholders’ agreement) and will continue to advise DWS on obtaining requisite regulatory approvals from SEBI and CCI, relevant client / investor consents and other conditions precedent and closing-related actions
Deal Team
The core deal team consisted of Niren Patel (Partner), Vivek Mimani (Partner), Param Gupta (Senior Associate), Shambhavi Sinha (Associate), and Mehu Mohan Singh (Associate)
The deal was assisted by:
Corporate & Commercial: Siddharth Shah (Senior Partner), Arindam Ghosh (Partner), Pavi Jain (Partner), Sumantra Bose (Counsel), Gaurav Malhotra (Counsel), Prakruti Shah (Associate), Raghav Khetan (Associate), Siddharth Sisodia (Associate)
Funds: Shreay Rohit Shah (Associate), Yash Ramrao Dhikle (Associate)
Competition / Antitrust: Antitrust: Anisha Chand (Partner), Anshuman Sakle (Partner), Tanveer Verma (Principal Associate), Armaan Gupta (Senior Associate), Ritika Ghosh (Associate)
Privacy and Data Protection: Supratim Chakraborty (Partner), Shramana Dwibedi (Senior Associate)
Employment: Deepak Kumar (Partner), Archika Dudhwewala (Principal Associate), Ananya Gandhi (Associate)
Direct Tax: Shabnam Shaikh (Partner), Anushka Venketram (Senior Associate) Direct Tax
