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CORPORATE AND M&A

 
  • Advised the administrators of MF Global Overseas Limited (currently in administration), in the sale of a majority stake in its Indian broking joint venture, MF Global Sify Securities India Private Limited to PhillipCapital, a leading financial services provider based in Singapore. MF Global Sify Securities India Private Limited is one of the few existing profitable operations of MF Global, since MF Global’s collapse into what has become the largest bankruptcy since Lehman Brothers in 2008, and the eighth largest in US history. In addition, Majmudar & Partners also advised the administrators of MF Global Overseas Limited on the sale of its Indian subsidiaries to PhillipCapital.
  • Advised on the Indian securities regulatory framework governing, inter alia, securities broking, portfolio management, merchant banking, underwriting, etc., and on the rules, regulations and bye-laws of the stock exchanges. Being a deal in a highly regulated sector, the foreign investment and regulatory issues surrounding the transaction were challenging. Further, the transaction also involved nuanced advice on complex corporate and tax law issues. Majmudar & Partners assisted with drafting the term sheet, and vetted and finalized the entire transaction documentation.
  • Represented IMS Health (“IMS”), a leading provider of information services for the healthcare industry worldwide, in its acquisition of PharmARC, a Bangalore-based company specializing in commercial analytics and services for the life sciences industry, and backed by Baring Private Equity.  The acquisition will add significant scale to a world-class services delivery platform and will strengthen IMS’s business process outsourcing capabilities.
  • Acted as Indian legal counsel to Axis Bank Limited, Singapore Branch, on a credit facility, in which the bank extended a term loan of AUD$7,500,000 to Riverina Oils & Bio Energy Pty Ltd, Australia, for funding additional capital expenditure to be incurred for the oil extraction plant of Riverina Oils & Bio Energy Pty Ltd.
  • Representing CIGNA International Corporation, the largest healthcare insurer and related services provider in the US, in establishing its insurance joint venture with proposed Indian partner(s).  The firm is advising on a very complex transaction structure as insurance is a highly regulated sector in India.
  • Represented The CAPITA Group Plc, the UK's leading FTSE 100 outsourcing company, on the Indian law aspects of its acquisition of a call centre business from a UK-based group having major operations in India.
  • Represented Axis Bank Limited, one of India’s largest private banks, in its bid to acquire the credit card portfolio of Deutsche Bank in India.
  • Represented Atos Origin, the leading French IT multinational, in its acquisition of Venture Infotek, an Indian card processing and technology company.
  • Representing H&R Block (NYSE: HRB), the largest American tax preparation services providers, on its acquisition of a tax return preparation software business in India, and regulatory issues in respect of its Indian subsidiary. 
  • Represented KS Gleitlager GmbH, a subsidiary of the German multinational automotive company, Kolbenschmidt Pierburg AG, in its acquisition of a Kirloskar Oil Engines Limited, a major Indian automotive bearings manufacturer.
  • Representing AutoSonics (India) Private Limited, a leading India-based marketing and distribution company with a significant reach across the Indian subcontinent, in establishing its joint venture with a German partner.
  • Represented TRS AG and its Indian entity, Saakar Printing Design and Engineering, a leading remanufacturer of print consumables, in its acquisition by Clover EU, LLC, one of the world’s leading producers of vertically integrated, closed-loop environmental solutions.
  • Advised Harb, Levy and Weiland LLP, a leading US-based audit, tax and advisory firm, on the transfer of ownership of its Indian subsidiary pursuant to a proposed merger in the US.
  • Representing Encore Operating Partners, an investment company based in Mauritius, in respect of its investment in TrackIT Solutions FZ LLC, a free trade zone company registered in Dubai, and its step down Indian subsidiary, TrackIT Tech Systems Private Limited, incorporated in Hyderabad, India.
  • Representing KPMG LLP in a major joint venture with its Indian affiliate to operate various services lines in India.  Also, represented KPMG LLP in its bid to acquire the Indian assets of BearingPoint, Inc., under a United States court administered bankruptcy proceeding.  The firm advised on the transaction structure, and on various Indian legal issues, including foreign investment, employment, STPI regulations, and tax.
  • Representing IMS Health Incorporated, the world leading healthcare consultancy major, in a major acquisition of a Bangalore-headquartered company.  Represented IMS in acquiring the stake of The Nielsen Company in their Indian joint venture in 2010.  Also, assisted IMS in conducting a compliance audit on its other wholly owned subsidiary in India.
  • Advised Chicago Mercantile Exchange Inc., the world’s largest commodities exchange, on the manner in which it could offer its derivatives and other products for sale in India, and the manner in which it could establish a commodities exchange in India.  Currently, assisting in closing its liaison office and liaising with the Reserve Bank of India.
  • Acted for GTECH Global Services Corporation Limited (now a part of Lottomatica S.p.A.), a  global leader in the online lottery business and gaming solutions, in its acquisition of the Hyderabad-headquartered software development services company, Springboard Technologies Private Limited.
  • Advised ARAMARK Uniform & Career Apparel, a Fortune 100 company that specializes in uniform rentals and direct uniform purchases, on an Indian law compliant business model for sale of its products in India.
  • Represented Rolta India Limited, a global market leader and provider of innovative information technology solutions, services and software, on the sale of its 50% stake in Shaw Rolta Limited to its joint venture partner Stone & Webster Inc., a subsidiary of the Shaw Group.
  • Assisted Classic Stripes Private Limited, one of India's largest OEM automotive graphics manufacturers, on a manufacturing and supply agreement with a US-based manufacturer of printing intermediates, and on its outbound growth plans. 
  • Assisting Elementis Plc, a FTSE listed specialty chemicals company having global operations, in setting up a wholly owned subsidiary in India, and advising on Indian legal compliances in relation to the operation of a technical services laboratory in Mumbai.
  • Advised Monroe Mechanical (Shanghai) Limited Company, a global automotive manufacturer and supplier of close tolerance, highly engineered injection moulded and decorated components, on various issues relating to Indian company and competition law.
  • Assisting Alliance Data Systems, Inc., a leading direct marketing company based in Texas, on regulatory advice and establishing a joint venture with an Indian partner.
  • Advised CompuCom Systems, Inc., a top-5 IT company providing infrastructure management services, application services, systems integration and consulting services, on foreign exchange law implications in capital infusion in its Indian subsidiary, as well as incorporation of a Mauritius subsidiary.
  • Represented Tempo Group North America and its subsidiary, Pacific Century Motor, Inc., in the purchase of a large American auto company’s Indian subsidiary.
  • Advised SKS Microfinance Ltd., one of the largest microfinance companies in the world, on its proposed investment in a Chinese microfinance company.
  • Represented the Gene Haas Group and incorporated its Indian subsidiary, Haas Automation India Private Limited, for distribution of its engineering products in India.
  • Advised GC Gruppe, a Germany company, on Indian laws applicable to the sale of high-end bathroom fittings in India, and strategic India entry advice.
  • Represented Varian Medical Systems, Inc., a world-leading manufacturer of medical devices and software for treating cancer and other medical conditions with radiotherapy, radiosurgery, proton therapy, and brachytherapy, in its acquisition of a Bangalore and Pune-based software development services company, Cedara Software Services Private Limited.
  • Represented W.W.Grainger, Inc., North America’s leading broad line distributor of facilities maintenance products with 2008 sales in excess of US$6 billion, in its buyout of Asia Pacific Brands India Pvt. Ltd., one of India’s largest industrial and electrical wholesale distributors.
  • Represented Midmark Corporation, a leading manufacturer of medical and dental equipment, in its acquisition of an equity stake in the largest Indian company in this space, Janak Healthcare.
  • Advised Beckman Coulter, Inc., a leading manufacturer of biomedical testing instruments, on the sale of its Indian subsidiary, and certain foreign exchange and tax law issues concerning the subsidiary’s operations.
  • Acted as Indian counsel to Lummus Corporation, the world’s premier supplier of machineries for the cotton ginning industry, in setting up its Indian joint venture company, and also advised on cross-border licensing of technology and know-how.
  • Represented FTE Automotive GmbH, a leading German car clutch manufacturer, in its joint venture with SETCO.
  • Represented Akka Technologies, a leading French engineering design company, in its joint venture with Bharat Forge.
  • Advised Masar Advisory BSC (c), a leading global corporate finance advisory firm, in respect of the sale of the foreign exchange business of BFC Forex and Financial Services Private Limited.
  • Represented Electronic Data Systems Corporation (EDS), the third largest IT services and consulting company in the world, in its acquisition of RelQ Software Private Limited, a leading Indian software testing company.
  • Represented CMA CGM, the third largest shipping company in the world, in its acquisition of an equity stake in the Adani Group.
  • Advised J.T.Ronnefeldt, a world-renowned tea merchant based in Germany, on the possible ways to structure foreign investment in the Indian tea estate sector.   
  • Represented Ricoh Company Ltd., Japan, in its acquisition of IBM India’s printer division in India.
  • Advised Pentair, Inc. on all aspects of the takeover regulations, the delisting guidelines, and the stock exchange rules concerning an open offer in India.
  • Represented GD S.p.A., an Italian major, in its bid for Hassia Redatron Packaging Machinery Pvt. Ltd. and PAM-PAC MACHINES Pvt. Ltd., two (2) machine tool companies operating in India (part of a global conglomerate).
  • Represented the Welspun Group, a leading Indian textile and steel pipe major, in its joint venture with Lone Star Technologies, Inc., US.
  • Represented CNP Assurances S.A., a leading French insurance company, in its insurance joint venture project with a large Indian company.  Assisted in deal structuring, tax, foreign exchange, corporate and insurance regulatory matters.
  • Represented McAndrews & Forbes Holdings Inc., a large American multinational, in its acquisition of the Deluxe Film Group and Digicaptions India Private Limited. 
  • Represented Tasman Networks, Inc. (formerly Tiara Networks), a San Jose, CA-based provider of enterprise routers, and its Indian wholly-owned subsidiary, on the Indian law aspects of its acquisition by NYSE-listed Nortel Networks for US$99,500,000 in cash.
  • Represented TQ3 Travel Solutions Management Holding Gmbh and its Indian wholly-owned subsidiary in their acquisition by WorldTravel International BV. 
  • Represented Colliers International in a stock acquisition transaction in respect of its Indian joint venture company.
  • Represented Angostura Ltd., a leading Central American liquor company, in its joint venture in India.
  • Acted for Smith International, Inc., one of the largest drilling and mining bits manufacturers in the world, in the restructuring of its joint venture with Sandvik Asia Ltd., and the establishment of its wholly-owned subsidiary.
  • Represented Telekom Malaysia in its attempted acquisition (in conjunction with STT) of AT&T’s stake in Idea Cellular Ltd.
  • Represented Hitachi Metglas (India) Private Limited in its acquisition of Honeywell International’s amorphous metals unit. 
  • Representing Hydril Company LP (now a part of GE Oil & Gas), a manufacturer of pressure control equipment for use in the mining sector, in various corporate law matters in India.
  • Represented Arneg S.p.A., the third largest supermarket equipment maker in the world, in its joint venture with the Ambience Group.
  • Represented Electronics For Imaging, Inc. and Electronics For Imaging India Pvt. Ltd. in the sale of the Unimobile business to Verisign, Inc.
  • Represented CMI-Centers for Medical Innovation AG in its joint ventures with Nicholas Piramal Ltd., Zandu Pharmaceuticals Ltd., and SPIC Ltd. in the pharmaceutical and biotechnology sectors.  Advised on Indian drug laws, and drafted pharmaceutical company-specific transactional documentation.
  • Represented SPX Corporation in its stock acquisition of BDT Ltd., Chennai. 
  • Represented the Jordan Company in its acquisition of a 50% stake in Lincoln Helios India Ltd., Bangalore. 
  • Acted for Empi, Inc., a Carlyle Group company, in its acquisition of Ormed Medical Technology Ltd., Chennai. 
  • Represented Borland Software Corporation in the divestment of its Indian IDE product business.
  • Represented Fr. Sauter, a Swiss equipment manufacturer, in its acquisition of Race Technologies, Chennai.
  • Advised the Chesapeake Group Inc., a boutique US-based investment bank, in setting up its investment banking operations in India.
  • Represented RSB Group, a leading Indian manufacturer of automobile components, and conducted an extensive legal due diligence of its group companies, as a prelude to its private equity funding transaction.
  • Assisted CPP Assistance Services Private Limited, a subsidiary of the UK-based CPP Group Plc, in establishing its Indian subsidiary offering card protection services, and ongoing corporate law advice.
  • Represented Green Energy Group AS, a Norwegian renewable energy major, engaged in the development of power generation plants from geothermal energy sources, in its proposed investment in Hindustan Turbomachinery Limited, Bangalore.
  • Assisted Krueger International Holding Company, a leading US-based manufacturer of innovative furniture and movable wall system solutions for education, healthcare, government and corporate markets, in its joint venture with an Indian partner.
  • Represented Weber-Hydraulik GmbH, a leading global auto ancillary company in the field of sophisticated, customer-specific solutions for hydraulic drive and control engineering, in its joint venture with an Indian partner.
  • Assisted Become Inc., an online shopping site offering price comparison on various products, in establishing its technology and IT-enabled services subsidiary in Hyderabad, India.
  • Assisted Promenta UK Ltd., UK-based specialists in the area of technical consultancy, in incorporating its subsidiary in Bangalore, Karnataka, India.
  • Represented Infinia Corporation, a leading US-based solar energy technology company and the developer of solar power generation products, in its joint venture with the IL&FS group for manufacturing solar power generation products in India.
  • Advised Ecolutions GmbH, a leading developer of renewable energy projects and carbon assets in emerging markets, in relation to certain corporate law issues in its Indian subsidiaries.
  • Advised and represented W.L.Gore & Associates (Pacific) Pte. Ltd., Singapore, a subsidiary of W.L. Gore & Associates, Inc., a leading manufacturer of advanced technology products for the electronics, industrial, fabrics, and medical markets, in regulatory matters of its Indian branch office.
  • Advised Courion Corporation, a US-based leader in access governance, provisioning and compliance, in relation to its inter-company services agreement for software services with its Indian subsidiary.
  • Assisting Medpace Inc., a global leader in research-based drug development, and its Indian subsidiary, Medpace Clinical Research India Private Limited, on Indian company law matters, corporate compliances, and restructuring issues.
  • Represented Bergstrom, Inc., a global leader for innovative climate solutions, in its joint venture with a large Indian company to manufacture and sell heating, cooling and air conditioning systems for off highway vehicles, trucks, heavy-duty vehicles and mining equipment.
  • Assisting Pesmel India Pvt. Ltd. on corporate compliance matters.
  • Represented Peguform GmbH, a leading German full service supplier of high quality interior and exterior products for the automotive and related industries, in its joint venture with an Indian company.
  • Represented Imagenation Abu Dhabi, one of the world’s leading feature film producers, in structuring its joint venture to produce movies in India.
  • Represented Press Ganey Associates, Inc., a US-based industry recognized leader in health care performance improvement, in its proposed partnership with ACME (India) Marketing & Services Private Limited, to conduct patient satisfaction surveys of Indian hospitals.
  • Represented Agile Hedge Solutions LLC, a US-based firm providing financial and operational administration of domestic and offshore hedge funds, fund of funds, managed accounts, and related investments in the hedge fund space, in relation to its services agreement with a sole proprietor in India.
  • Represented Rearden Commerce, Inc., a California corporation, in its acquisition of Ketera Software India Private Limited, as part of its acquisition of Ketera Technologies, Inc., a leading provider of enterprise-class expenditure management solutions.
  • Represented Condor Trading / BTIG LLC, a US-based specialist in global trading and fund services, on structuring its joint venture in India.
  • Assisted AOS Studley, a leading French real estate consulting and services firm, on its proposed entry into the Indian market through a joint venture with an Indian LLP.
  • Represented conTeyor Multibag System NV, a European market leader in smart, textile-based packaging system, in its joint venture with the Nilkamal Group’s material handling and crates division for manufacturing textile based packaging and material handling solutions.
  • Represented Chevron Corporation, one of the world's largest integrated energy companies, in its acquisition of shares in Reliance Petroleum Limited.
  • Represented Thales Avionics S.A. and Thales Communications S.A., group companies of the Thales group, a world leader in mission-critical information systems for defence and security, aerospace and transportation, in their joint ventures with Samtel Display Systems Limited and Rolta India Limited, respectively.
  • Advised Master Group of Companies, a comprehensive shipping, logistics
    solutions, and power provider, on its joint venture with Voss International GmbH.  Also advising Master Marine Services on a joint venture with All-Sea Enterprises, a leading Canadian company engaging in underwater construction, maintenance and diving services.
  • Advising Studios Architecture, a leading US-based design consultancy service provider, on its India expansion plans.
  • Advising A. M. Todd Company and its Indian subsidiary, one of the oldest food ingredients and flavours company in the USA, on food and drugs licensing issues in India.
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