India Infra and InvITs Committee

Arpit Agrawal is a Managing Partner and Head of India and the Middle East for Brookfield’s Infrastructure Group. In this role, Mr. Agrawal is responsible for all infrastructure investment and portfolio management activity in the region.

Prior to joining Brookfield’s in 2016, Mr. Agrawal was a vice president for an infrastructure asset manager.

Mr. Agrawal holds a Master of Business Administration from the Indian Institute of Management Bangalore and a Bachelor’s degree from the National Institute of Technology Allahabad.

Ruchir has 17 years of experience advising clients primarily on private equity, PIPE, M&A and structured finance transactions. With background in fund formation and tax, he has been involved in developing the first generation of asset-specific tax optimized investment platforms and managed accounts. He has advised on some of the largest transactions and fundraises, acting for leading global financial sponsors, SWFs and other institutional investors.

He has specialism in financial services (BFSI), infrastructure, real estate and technology sectors. He offers integrated and holistic advice from a legal, regulatory and cross-border tax perspective. Ruchir led the corporate transactions group at Nishith Desai Associates where he worked for 14 years, following which he set up and headed the Mumbai office of Touchstone Partners (formerly Platinum Partners). Ruchir co-chairs APREA’s infrastructure and InvITs committee and actively contributes to policy advocacy to streamline the regulatory framework for global financial sponsors investing in real assets. As part of his policy advocacy efforts, he has been closely involved in the development of the SEBI REIT and InvIT Regulations.

MOST RECENT WORKS

• Advised GIC on their investment in setting up of the GIC – IRB InvIT (First unlisted Infrastructure Investment Trust) (USD 600 mn)
• Advised GIC in their investment in (i) the Reliance Tower InvIT alongside Brookfield and British Columbia Investment Management Company to acquire JIO Telecom Towers (USD 3.2 bn); and (ii) in co-investment into India Grid InvIT with KKR (USD 150 mn)
• Advised GIC in its PIPE investment into HDFC (USD 800 mn); Godrej Properties (USD 150 mn); Capital First (USD 140 mn); and Prestige Properties (USD 100 mn)
• Advised Investcorp Bank in its acquisition of IDFC’s real estate and private equity asset management businesses (AUM USD 500 mn), and in setting up their offshore fund vehicles for funding their various investment strategies
• Advised GIC in their structured debt investment into the GMR Group (USD 300 mn) and IRB Infrastructure (USD 200 mn)
• Advised Proprium Capital Partners in their mezzanine financing into Scalar Projects (one of the largest warehousing platforms in India)
• Advised Brookfield Capital on several structured debt investments and setup of their domestic pooling vehicle
• Advised Cintra INR Investments BV, a subsidiary of Ferrovial S.A., Europe’s largest infrastructure groups in their investment of ~USD 430 mn in IRB Infrastructure Developers Limited
• Advised GIC Singapore on its PIPE investment of USD 42 mn in Nazara Technologies
• Advised GIC Singapore on their pre-IPO investment in Star Health of USD 86 mn
• Advised Square Yards on its fundraise of USD 25 mn from ADM Capital in its offshore entity
• Advised Brookfield Asset Management on its investment of USD 135 mn in INDIS housing projects, a Hyderabad-based real estate firm 

RECOGNITION

• “Distinguished Practitioner,” Corporate M&A and Private Equity, Asialaw, 2021 and 2022
• “Notable Practitioner”, Corporate M&A and Private Equity, IFLR 1000, 2020
• Recognised for “Most Innovative” transactions by Financial Times, London, 2016
• Nominated as a “Deal Maker of the Year 2019”, Thomson Reuters – Asian Legal Business, 2019
• Nominated amongst the top 3 corporate lawyers in India (under 35 category), IDEX Legal Awards, 2015
• Winner of the IBA Young Lawyer Scholarship, Vancouver, 2010
• Elected Member, Royal Institute of Chartered Surveyors

INTERVIEWS AND PUBLICATIONS

Interview with MINT on ‘Impact of Covid-19 on the deal-making landscape’ (June 2020)

Interview with ET Now on REITs and INVITs (April 2017)

‘How will COVID-19 losses impact valuation in M&A transactions?’ (The Economic Times, May 2020)

‘Should the court restrain lenders from invoking share pledge?’ (Moneycontrol, April 2020)

‘Decoding India’s infrastructure investment trusts’ (Infrastructure Investor (PEI Publication), October 2019)

‘Pledging of Shares; Do lenders need to rethink their strategy?’ (Business Standard, March 2019)

‘Issues for offshore investment funds: To declare or not to declare’ (MINT, September 2018)

‘Evolving negotiation strategies in late stage PE investments’ (MINT, August 2017)

‘REITs: Will they be attractive enough?’ (MINT, June 2017)

‘Thin Capitalisation norms to weigh on realty offshore funding’ (ET Realty, February 2017)

‘Realty reforms to boost offshore funds’ (ET Realty, December 2016)

‘REITs- Will they now be a reality?’ (ET Realty, February 2016)

‘Externalisation: Regulatory regime forcing companies’ migration to foreign shores’ (The Economic Times, January 2014)

‘The great deception: Satyam’s accounting scandal offers salutary lessons to companies’ (Authored Cover Story, Asialaw, 2009)

Hans-Martin Aerts is a Managing Director and Head of Infrastructure & Natural Resources, Asia Pacific at APG Asset Management, one of the largest pension fund asset managers in the world with assets under management of approximately €536 billion (as at September 2020).

In February 2007, Hans-Martin moved to Hong Kong to establish APG’s first office in Asia Pacific and has since been responsible for managing the infrastructure investments in Asia Pacific.

Prior to working for APG, Hans-Martin was a Senior Portfolio Manager at ABP. He joined ABP in 2001 and has since worked in various areas, including listed equities, structured finance, infrastructure and natural resources. Hans-Martin is a CFA charter holder, and holds an MSc in Economics from the Erasmus University Rotterdam in the Netherlands.

Deepak Malhotra is Managing Director, Infrastructure, India at CDPQ. In his role, he is responsible for all infrastructure investment activities in India, which include overseeing a team of investment professionals, managing a diversified investment portfolio including renewable energy generation, transmission lines, toll roads etc. and leading new investment activities.

Mr. Malhotra has over 20 years of experience across all facets of infrastructure. Before joining CDPQ in 2018, he worked with International Finance Corporation (IFC), World Bank Group, where he led investments in the infrastructure sector in India and other Asian countries. Prior to IFC, he worked with one of the leading credit rating agencies in India and in the Merchant Navy.

Mr. Malhotra is MBA in Finance from Vanderbilt University in USA and is on the boards (non-executive positions) of various companies including CDPQ India, Maple Highways, Azure Power Global Limited etc.

Kavita Saha is Senior Principal, Infrastructure, CPPIB and is responsible for evaluating and executing infrastructure investments in India. She has over 24 years’ experience in infrastructure advisory, financing and investments with Indian and international institutions, including JP Morgan, Barclays, IL&FS and IDBI. Prior to joining CPPIB, she was Managing Director in the Asian Infrastructure Fund, part of JP Morgan’s Global Alternatives Platform where she was responsible for investing in infrastructure projects in India in sectors such as roads and power. Kavita is a CFA and MBA from Faculty of Management Studies, Delhi University.

Sandeep is a Principal and Head of India at I Squared Capital, an independent multi-billion-dollar global infrastructure investment company with over 100 professionals based in New York, Houston, Miami, London, Delhi, Singapore and Hong Kong. The company specializes in infrastructure investments in the energy, utilities, transport and telecom sectors in the U.S., Europe and select high-growth economies including China, India, and Latin America.

Sandeep brings 16 years of solid experience in infrastructure M&A and fund raise and has worked on some of the first and largest transactions that have happened in the Indian transportation and infrastructure sector.

Previously Sandeep was a part of the founding management of Cube Highways and Transportations Asset Advisors Pvt Ltd (“Cube Highways”) as head of M&A and Business Development. In Cube Highways, Sandeep led the acquisitions of 28 highway projects in India, comprising close to 8900 lane-km, making Cube the largest highway operator in the country. In addition, he has led the refinancing of roads where the projects of Cube Highways have got some of the lowest cost financings in India.

Prior to joining Cube Highways, Sandeep worked with Ernst & Young and CRISIL

Sandeep holds a Master of Business Administration (MBA) degree, specializing in Finance and a B.Tech (Hons.) degree in Electrical Engineering.

Pushkar Kulkarni is an Electronics Engineer from VJTI with a Management degree from Jamnalal Bajaj Institute of Management Studies, Mumbai. He is a part of the senior leadership team at Canada Pension Plan Investment Board (CPP Investments), Infrastructure Group. Prior to joining CPPIB, Pushkar served as the Managing Director of Serco India subsidiary of the European Construction & Infrastructure Technology company, Efkon the Indian subsidiary of the European Construction & Infrastructure giant, Strabag AG. During his times at Efkon, he represented Bureau of India Standards (BIS) at the International Standards Org (ISO) on several technical committees for Transport Infrastructure & communication. Pushkar has over 2 decades of experience within the Indian Infrastructure space and has been involved in several M&A transactions as well as green field projects including the likes of the Yamuna Expressway & Bandra Worli Sea-Link. Pushkar holds board positions on L&T IDPL and IndInfravit, India’s first private Infrastructure Trust (InvIT).

Background

• Gaurav Karnik is Partner with Ernst & Young tax practice in India and is the National Leader for Real Estate sector for EY India and National Leader for Sovereign Wealth Funds and Pension Funds for EY India
• Gaurav joined Ernst & Young in 2002 and is based in Gurgaon.
• He is a Chartered Accountant from Institute of Chartered Accountants of India and also holds a Bachelors degree in Economics from Delhi University
• Fluent in English, Hindi and Marathi

Skills

• Gaurav has more than 20 years of experience in the field of taxation, regulatory matters, and international taxation.
• Handling international taxation issues including,permanent establishment issues and other regulatory issues
• Handling Inbound and Outbound tax advisory related issues and Transaction tax related advisory issues

Professional Experience

• Advised several US, UK, Singapore based real estate and infrastructure focused private equity funds in structuring their India centric real estate an d infrastructure funds and their specific investments in Indian companies
• Advised several foreign real estate developers with their India real estate strategy and transactions.
• Advised global hospitality chains in establishing presence in India and tax litigation
• Advised global mall developers on their India real estate strategy and restructuring
• Advised developers and funds on potential REIT strategy
• Advising multinational companies on entry strategy, restructuring and setting up offshore tax efficient vehicles
• Advising on regulatory issues in establishing and doing business in India
• Actively involved in inbound and outbound structuring for clients engaged in the automotive, diversified industrial products, infrastructure, real estate companies
• Assisted number of multinational company on their tax disputes with Indian Revenue authorities
• Advising on international tax issues including permanent establishment issues in India
• Assisted various funds with tax due diligence in India
• Assisted domestic companies in outbound investments and group restructuring
• Assisted real estate industry associations such as APREA, FICCI etc with representation REIT, GST to the Ministry of Finance and SEBI
   

Tel +91 (0)12 4464 4032
Mobile +91 (0)98 11214668
Fax +91 (0)12 4464 4050
Email gaurav.karnik@in.ey.com 

Mr. Harsh Shah is the Chief Executive Officer and Whole-time Director on Board for IndiGrid, the largest listed yield platform for operational energy assets in India with majority interest held by KKR. He has an extensive track record of building large infrastructure platforms and raising private and public capital across infrastructure sector in India and global markets. He has been instrumental in building India’s first power sector investment trust – India Grid Trust (IndiGrid), from concept to US $ 1.5 Bn listed platform working with regulators, investors and developers. He is also a member of the SEBI Advisory Committee for InvITs and REITs and chairs working group on InvITs and REITs at financial markets committee at CII.

Sharad Gohil is the Managing Director – Asset Management at IndoSpace, India’s largest investor, developer, and manager of Grade A industrial and logistics real estate, with a portfolio of over 37 million square feet across 36 industrial and logistics parks under various stages of development in 9 cities. He joined IndoSpace in 2015 and oversees asset management and debt of all the Funds compromising USD 2.4 billion of equity commitments.

At IndoSpace, he oversees the performance and management of IndoSpace Core, a USD 1.2bn JV with Canadian Pension Plan, where his primary responsibilities include managing and reporting performance in the Board of Directors. Sharad recently successfully led the sourcing, negotiation and execution of INR 1,050cr (USD 140mn) debt refinance across Core Vehicle with HSBC and obtained a Green Loan classification. In addition to the Core platform, he is responsible for the overall performance management of each of the development funds across the business as well as exits, where he was also part of the key senior management fund raising team which successfully raised USD 580mn of equity commitments for ILP Fund III.

Sharad has over 20 years of experience in real estate specialising in asset management and investments across core, value add and development real estate sectors in the U.K, Europe and India. Prior to IndoSpace, Sharad worked for Apollo Global Management Real Estate in India and Europe with its asset management business (Lapithus LLP), as well as, Citigroup Property Investors Asia Pacific, AXA REIM UK and The Portman Estate in London.

He is a Member of the Royal Institution of Chartered Surveyors (MRICS) and holds a Bachelor of Science in Business Property Management from Sheffield Hallam University, United Kingdom.

Harsh Agrawal is a Partner at I Squared Capital, focusing on the Firm’s infrastructure strategy in Asia.

Harsh brings more than 18 years of financial services and investing experience. At I Squared Capital, Harsh led the formation of Cube Highways, a toll road operating platform set up in Singapore along with the International Finance Corporation, to acquire and operate toll roads in India. He recently led the divestment of a minority stake by I Squared Capital in Cube Highways to ADIA and Japan Highways International.

Harsh led the team on the 2015 investment in Amplus Energy Solutions, a leading Enterprise Energy Solutions company. In the ensuing four years, Amplus grew from less than two megawatts to a company with more than 100 international customers and over 350 megawatts when it was sold to Petronas in 2019. Harsh has also been instrumental in the creation of THINK Gas, a pan-Asia focused natural gas investment platform, currently with concessions for distributing liquid and compressed natural gas in six geographical areas in India, covering a population of more than 20 million people.

Prior to joining I Squared Capital in 2013, Harsh served for 12 years in various roles at Morgan Stanley in the United States and India. During his career at Morgan Stanley, he was involved in strategic transactions and financings for transportation and infrastructure companies in North America, investing in health care and industrial companies in the United States, evaluating growth capital opportunities for companies in India, and most recently financing infrastructure projects in India as part of Morgan Stanley Infrastructure (MSI).

Before joining MSI, Harsh worked with Morgan Stanley Principal Investments (MSPI) in Mumbai, evaluating investments for Morgan Stanley’s proprietary investments group. Earlier in his career, Harsh worked at Morgan Stanley Capital Partners (MSCP) in New York, where he focused on health care and industrial investments, and Morgan Stanley’s Financial Institutions Group covering insurance companies.

Harsh holds dual degrees in computer science and economics from Lafayette College in Easton, Pennsylvania. He is married with two children and lives in Singapore. Harsh is fluent in Hindi and English.

Gunjan is Chief Investment Officer of LOGOS India. LOGOS is a market leading APAC logistics developer and manager.

Gunjan has over 19 years of experience, of which 15 years have been in the areas of real estate investments and asset management.

Prior to joining LOGOS, he worked with Govt of Singapore Investment Corporation (GIC), which is a sovereign wealth fund, for four years and prior to GIC, he worked with th J.P. Morgan Asset Management for close to a decade. Gunjan has invested ~US$ 2bn in Indian real estate commercial, residential, hostels and logistics assets.

Gunjan has done his postgraduate in finance and marketing from Indian School of Business, Hyderabad.

Prerna has over 18 years of experience in Tax with focus on investment structuring, deal support, business model analysis, tax due diligence, structuring of cross-border transactions, corporate re-structuring. She has extensive experience in advising strategic and private equity/ pension funds investing in India infrastructure sector.

Prerna holds a Bachelor’s degree in Economics and is a member of the Institute of Chartered Accountants of India. She is a rank holder with the Institute of Chartered Accountants of India. She is an active member of IVCA and GRI and has presented in various Industry forums focusing on the infrastructure sector in India.

Anish Sanghvi is a Partner in PwC’s Tax & Regulatory team and has over 20 years’ experience working with international consulting firms.

He advises sovereign funds, pension funds, private equity funds, domestic clients on Indian and international tax, inbound investment advisory and corporate tax with focus on infrastructure and real estate sector. He advises them put in place investment structures, enter joint ventures, re-organise their business and conduct tax due diligence. He also advises clients on exchange control regulations, corporate and other regulatory laws.

He has a wide experience in advising infrastructure and real estate clients on

• structuring buyouts and divestitures
• migration to REIT/InvIT including evaluating their readiness
• structuring joint development agreements and EPC contracts
• restructuring their groups and M&A transactions to create profit extraction strategies, value enhancements, etc

He is a Chartered Accountant and commerce graduate.

Zaman Velj is the Managing Director of Infrastructure & Renewable Resources at BCI. Additionally, he leads some of the group’s thinking on topics of long term, strategic importance including the impact of ‘disruptive’ technologies and expansion of the portfolio in Asia. Previously, he was with McKinsey & Company advising institutional investors and he started his career in international development and diplomacy with the Aga Khan Development Network. He holds an MBA in Finance from The Wharton School at the University of Pennsylvania and undergraduate degrees from Cornell University in engineering and in government.

Deb Hajara joined the Asia Pacific Infrastructure and Natural Resources team of Ontario Teachers' in 2021. Prior to joining Ontario Teachers’ Deb had 12 years of experience in infrastructure investing in India. Most recently he spent 5 years with Macquarie Infrastructure and Real Assets in Mumbai, where he was responsible for both acquisitions and asset management with a focus on the transport sector.

Ratnadeep is a leader of the M&A and PE practice at Nishith Desai and associates. He specializes in M&A and PE with a special focus on infrastructure and real assets. Apart from his stint as a partner in another leading law firm he has spent several years as the India GC of an emerging markets fund focused on renewables and real assets. During this time he has helped establish projects through their entire life cycle from bidding, financing, land acquisition, construction and commissioning to divestiture. He continues to assist leading players navigate the constantly evolving Indian regulatory landscape in this space and devotes substantial time towards advocating necessary policy changes.

Kranti Mohan is a partner at Cyril Amarchand Mangaldas and joined the Firm in 2007. He focuses on InvITs and REITs and has also advised on, amongst others, IPOs, QIPs, rights offerings, overseas listings (including through business trust route), buybacks, block/ bulk trades on the stock exchanges and debt offerings. He has also assisted in the Firm’s representation on various regulatory committees.

Kranti led the team advising Tower Infrastructure Trust (and one of its sponsors) on its proposed private placement and listing of units. He also advised Digital Fibre Infrastructure Trust on their initial offer. He also recently advised four global institutional investors in relation to their investment in Oriental InfraTrust, an InvIT established with road infrastructure assets. He advised India Grid Trust on the first preferential issue of units and first rights issue by a listed InvIT. He also advised India Grid on their first public issue of debt securities. He has also advised one of the sponsors (and selling unitholder) of Embassy Office Parks REIT and the lead managers on the Brookfield REIT in relation to its IPO. Other recent transaction on which Kranti worked include private placement and listing of units of NHAI InvIT, PGCIL InvIT and Shrem InvIT. He led the team that advised India Grid Trust in the first IPO of its units by a power transmission company and its acquisition of initial portfolio of assets. Recently, Kranti led the team on bond offerings by HPCL-Mittal Energy Limited and Adani Transmission Limited. Kranti has also advised on the QIP of Kotak Mahindra Bank Limited IPOs of ICICI Securities Limited, Future Supply Chain Solutions Limited and Khadim India Limited, rights offerings by Tata Steel Limited and The Indian Hotels Company Limited, reverse listings of Adani Transmission Limited and Praxis Home Retail Limited (Future Group) and buybacks of equity shares of Adani Ports and Special Economic Zone Limited, Just Dial Limited and HCL Technologies Limited.

He has significant experience in advising on establishment and listing of business trusts, infrastructure investment trusts and real estate investment trusts. He is currently assisting the Firm in its membership of the committee constituted by SEBI for finalising additional regulatory framework for InvITs and REITs.

He was an active participant in the Firm’s initiatives related to the consultation process on various aspects of InvITs and REITs and collaborated with few stakeholders in making representations to various governmental and regulatory authorities, including the Prime Minister’s Office, Ministry of Finance, Central Board of Direct Taxes, the Reserve Bank of India and SEBI. In the past, Kranti was also a member of the committee constituted by SEBI for streamlining disclosure standards for equity offerings and the working group on evaluating REITs of CII.

As CEO of Investment Manager to the IndInfravit platform, he is responsible for management and growth of the assets under the portfolio. IndInfravit Trust is India’s foremost Public Listed Privately held platform. It owns and operates 13 highway projects accumulating 5000 kms length. Globally renowned long-term Investors - CPPIB India Advisors Private Limited, Allianz Capital Partners GmbH & OMERS Infrastructure Europe Limited are Key Investors into the platform.

Mr. Pawan Kant is an Infrastructure & Engineering professional with over 3 decade experience in execution, and management of large infrastructure projects including on PPP basis. His expertise encompasses P&L management, Project Execution, Operations and Management, Mergers & Acquisition, Bidding, Commercial & Contracts etc. He has worked on large projects in India and Overseas. He has worked with the House of Tata’s besides experience of other international and domestic corporates such as Singapore Technologies, Kalpataru Power Transmission Limited, Hindustan Construction Company Limited, Great Eastern Shipping, etc. He has worked on Roads and Highways, Industrial Park, Special Economic Zones, Power Transmission, Townships, etc.