Fund Structuring and Investments in 2023 - Luncheon and Knowledge Sessions

Date and Time:

Friday, 24 March 2023, 12:00 P.M. – 04:00 P.M. IST

Introduction

There has been an uptick in fund raising activity in this COVID recovery year coupled with the global confidence in India’s economy. However, there are many regulatory, tax and sectoral updates which demand consideration while structuring of funds and investments in India in 2023. In this seminar, we propose to discuss the key “top of the mind” issues.

Some of the topics that the panelists will be discussing include:

• Structuring considerations for India focused funds in 2023: Risks associated with the Bangalore CESTAT ruling in ICICI Econet on carried interest, emergence of the IFSC framework and whether the latest overseas investment rules provide adequate comfort, overregulation of AIFs in India, the need for feeder jurisdictions, latest variations on fund terms while raising from institutional investors (comparing sovereign wealth funds, DFIs and financial investors), marketing issues to lookout for in common LP jurisdictions (US, EU, Singapore, Canada, UK) and foreign funds raising from Indian investors under the new overseas rules.

• Innovative structures for portfolio investments - Onshoring the offshore: Owing to the policy and regulatory efforts around ease of doing business in India, there is a rise in demand for reverse flipping by Indian founders of their business entities set up outside India. In this session, we will discuss the structuring and tax issues pertaining to such structures.

• Emerging sectors in India and their regulation: Gamification & Web 3.0, Virtual Digital Assets, Drones, Fintech, Generative AI, Metaverse and others. In this session, we will discuss the Indian regulatory and policy framework around some of these disruptive sectors which are changing or proposing to change the world for the better.

Venue (in-person)

Nishith Desai Associates, Prestige Loka,

G01, 7/1, Brunton Rd, Bengaluru, Karnataka,

560025

FLOW OF THE SESSION

Speakers

PARUL JAIN Head, International Tax Practice Nishith Desai Associates

Parul heads the international tax practice at Nishith Desai Associates. She is a qualified advocate, chartered accountant and certified public accountant (USA). She focuses on international taxation, cross border transactions and fund formation practice areas, including cross border investments and group reorganization strategies, M&A transactions and venture capital / private equity funding structures. She was the India branch co-reporter for the subject “Taxation and Fundamental Rights: Taxpayers’ procedural rights in a Globalised World” for the International Fiscal Association, 2015 Basel Congress. She was also the secretary to the panel on “indirect transfer of assets” for the International Fiscal Association, 2014 Mumbai Congress and to the panel on “tax treaty override” for the International Fiscal Association, 2019 London Congress.

HUZEFA TAVAWALLA Head, Bangalore office along with the Disruptive Technologies Practice Nishith Desai Associates

Huzefa is a techno enthusiast and has worked on several matters relating Drones, Driverless Cars, Metaverse, Artificial Intelligence, Blockchain etc. He was also appointed as a task force committee member set up by the Indian Government to establish the legislative drone road map for India. He has also been at the forefront of global M&A’s and investments in the technology space. This includes deal making, structuring, documentation and advisory. Further, he continues to advise on several cutting edge, complex and cross-border TMT matters. He has also done extensive research and undertaken various matters in relation to cutting areas of technology such Metaverse, AR/VR, Artificial Intelligence, Driverless Cars, Drones etc. He continues to be closely associated with academics and is a regular guest lecturer at law school(s), industry associations and other education institutions. He is actively involved in addressing legal issues and has published various articles on the same. He spent close to a year (2012) in Tokyo, with the largest Japanese law firm understanding insights on Japanese culture and cross border M&A.

Huzefa continues to be closely associated with academics and is a regular guest lecturer at law school(s), industry associations and other education institutions. He is actively involved in addressing legal issues and has published various articles on the same. Mr. Tavawalla earned a Bachelor’s degree in Law from the India Law Society’s, Law College, Pune and is also admitted to the Bombay Bar Association and the Bar Council of Maharashtra & Goa. He is a member of the International Bar Association (“IBA”) along with being a member of the Intellectual Property and Technology committee of the IBA. He holds various diplomas in subjects such as Corporate Laws, European Union Public Law, Cyber Laws and Humanitarian Laws.

NANDINI PATHAK Leader, Fund Formation Practice Nishith Desai Associates

Nandini Pathak is a Leader in the Fund Formation practice at Nishith Desai Associates and is actively involved in the firm’s thought leadership on the venture capital (VC) and private equity (PE) side of funds. Her focus area has been fund formation for India focused funds for almost a decade now. With a strong focus on VC / PE funds, she has advised several international, foreign and domestic clients on legal, regulatory and tax issues, fund governance and fund economics best practices and negotiations with various participants at the fund formation and closing stages. Her expertise includes tax efficient structuring for India focused funds as well as LP-GP negotiations. She also regularly advises clients on the regulatory front including on securities laws and exchange control laws.

AARON KAMATH Leader, Media & Telecommunications Practice Nishith Desai Associates

Aaron Kamath is a Leader of the firm’s Technology, Media & Telecommunications Practice. He has worked at the firm’s Mumbai and Bangalore offices and most recently spent time at the Singapore office in 2022. He advises MNC clients on doing business in India or targeting Indian consumers electronically (whether with or without a physical presence) on a host of subjects ranging from market entry and incorporation, product launches and new offerings, privacy, data protection, processing and localization, cyber security, IP structuring and protection, payments, auto-renewals and tokenization, commercial communications, consumer protection, commercial contract drafting, review and negotiation, and even sectoral considerations such as in telecom, insurance, banking and fintech, and Government procurement.

He plays a key role in the firm’s regulatory and policy initiatives and has been involved in making representations to the Indian Government such as on foreign direct investment conditions for the e-commerce sector, cyber security framework and regulatory conditions for e-wallets, intermediary due diligence and liability, proposed data protection law and non-personal data governance.

Aaron is qualified to practice law in India and is enrolled as an Advocate with the Karnataka State Bar Council. He is a member of the TMT Committee & the Next Gen Committee at the Inter-Pacific Bar Association and winner of the IPBA Annual Scholarship for Young Lawyers 2019.

Aaron was ranked as a ‘Recognised Individual’ for ‘Data Protection’ and ‘Fintech and Financial Services Regulatory’ by Legal500 in 2023. He was described as ‘Responsive, pragmatic, great industry knowledge and kind’ in the Asialaw 2022 Client Feedback Survey.

TANISHA KHANNA Leader, TMT, IP and Gaming Law Practice Group Nishith Desai Associates

Tanisha is an integral member of the TMT, IP and Gaming Law Practice Group at the multi-skilled, research based international law firm Nishith Desai Associates. She has been recommended as a Leading Lawyer for Gaming in India by Who’s Who Legal in 2021 and 2022.

Tanisha has advised clients across various industries including gaming, IP, media and entertainment, and general commercial laws. She has been particularly involved in advising clients on gaming transactions, structuring operators’ India businesses, and in issuing opinions on the legality of game formats (including social games, Poker, Rummy and Fantasy Sports).

Apart from transactional and advisory work, she has also been integrally involved in a number of litigations and arbitrations and pre- litigation strategy in the gaming and media and entertainment industry.

Tanisha has played a key role in the firm’s policy initiatives and representations to the Government. She regularly writes thought leadership and research articles and papers for internationally acclaimed publications in the gaming space. Tanisha has completed her LLB in the UK as well as in India.

Ipsita Agarwalla Member, Financial Services & Regulatory Practice Nishith Desai Associates

Ipsita has over 5 years of experience in international taxation, M&A and fund formation. She is experienced in advising several clients on domestic M&A transactions and restructurings, inbound investments and repatriation, private equity transactions.

She frequently advises on tax issues to several technology companies on tax and structuring issues, from an international tax and GST perspective including on upcoming technologies and digital products such as block-chain, crypto, non-fungible tokens and gaming. She is passionate regarding the social finance and impact investment space. She has assisted in the launch of one of India’s first-of-a-kind, USD 14.4 million Skill Impact Bond.

She is also a member of the funds practice at Nishith Desai Associates where she advices on funds structuring and documentation of funds (domestic including GIFT City funds and offshore funds). She is also involved in advising various private equity clients with respect to their carry structures. She is extensively involved in the firms’ effort on identifying new opportunities and leveraging the new international financial services centre at GIFT City, Gujarat.

She also writes regularly on contemporary international tax issues and has been involved with several initiatives within the firm, particularly for taxation of financial transactions and digital taxation.

Supporting Partner