Debt Capital Markets
Advising on a wide range of debt issuances, structured instruments and regulatory compliance across sectors.
Overview
The Partners at ShriVara Law Offices have been involved in a wide range of domestic Debt Capital Market (DCM) transactions, advising on diverse debt issuances across sectors and issuer categories.
The Firm’s experience includes private placements, whether secured or unsecured, listed or unlisted,
as well as Basel III compliant bonds, Tier I and Tier II bonds, public issues of debt securities, private
placements and institutional placements of Infrastructure Investment Trusts (InvITs), municipal
bonds, green bonds, commercial papers, and other structured debt instruments.
Scope of Services
- Conducting detailed legal due diligence of the issuer, excluding financial due diligence, in line with applicable SEBI regulations;
- Drafting, reviewing and negotiating transaction documents, including the Debenture Trustee Agreement, Debenture Trust Deed, Escrow Agreement, and security documents such as the Deed of Hypothecation and Indenture of Mortgage;
- Coordinating with issuers, lead managers, auditors, trustees and other intermediaries for finalisation of offer documents and transaction documentation;
- Drafting applications, regulatory submissions and exemption letters, where required, and addressing observations from SEBI and stock exchanges;
- Assisting with listing applications and related documentation for debt securities proposed to be listed;
- Drafting responses to investor, public or regulatory complaints, if any, in connection with the issue;
- Drafting and finalising auditor deliverables and reviewing issue-related materials, including statutory advertisements, application forms, CAN and allied documents; and
- Issuing customary legal opinions and preparing transaction closing sets / deal bibles.
Representative Transactions
Debt Public Issues / InvIT Transactions
Indore Municipal Corporation – acted on the first public issue of green municipal bonds in India;
NHIT – acted on the second and third rounds of issuance of units through private placement and preferential issue, which was among the largest road-sector monetisation transactions at the time, aggregating approximately INR 16,000 crore.
Debut NCD / Bond Transactions
National Bank for Financing Infrastructure and Development (NaBFID);
Power Grid Corporation of India Limited – first bond issuance for monetisation;
State Bank of India – first infrastructure bond issuance by a public sector bank;
Vadodara Municipal Corporation;
Pimpri Chinchwad Municipal Corporation;
Nilkamal Limited; and
MRF Limited.
Other notable debt/bonds issue transactions
Asia’s first certified green municipal bond for funding SWIP by Vadodara Municipal Corporation;
Rashrtiya Chemicals and Fertilizers Limited;
National Bank for Financing Infrastructure and Development;
National Bank for Financing Infrastructure and Development;
National Highways Authority of India (series of issuances);
Tier I, Tier II of State Bank of India, Federal Bank etc.
Powergrid Corporation of India Limited (series of issuances);
Surat Municipal Corporation (Municipal Bonds);
Ahmedabad Municipal Corporation (Municipal Bonds);
Greater Hyderabad Municipal Corporation (Municipal Bonds);
Tiruchirappalli City Municipal Corporation (Municipal Bonds).