Pankaj Agarwal
Pankaj Agarwal is a Partner in the Firm’s General Corporate practice and is based out of its Ahmedabad office.
Pankaj has over 21 years of diversified legal experience across sectors. He has advised clients on various legal issues and transactions ranging from advice on regulatory framework & compliances, negotiation of investment and financing transactions (debt and equity) to leading legal due diligence for acquisitions as well as strategic tie-up. Pankaj has worked extensively on transactions and agreements, involving business transfer, share sale and purchase, share subscription and share holders’ agreements, asset purchase, joint ventures, mergers and acquisition transactions, joint development arrangements, financing arrangements, for various clients. He also qualified as an Insolvency Professional in 2017.
As a Partner of the erstwhile Amarchand & Mangaldas & Suresh A Shroff & Co. (AMSS), Pankaj took the initiative to establish and manage the Firm’s Gujarat practice in 2012. Since then, he has been spearheading the Gujarat practice of the Firm (from May 2012 to May 2015 (AMSS) and thereafter, Shardul Amarchand Mangaldas & Co) and has been instrumental in acting as an interface between the Firm and industry and bureaucracy in Gujarat. He has made strenuous efforts to put the Gujarat practice on a sustained path of growth which resulted in a unique association of the Firm with the Gujarat Government’s marquee event- “Vibrant Gujarat”. The Firm launched the “Vibrant Gujarat Law Book” at the event in 2013, and successive editions in 2015 and 2017.
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Pankaj has been a part of the high-level Government Delegation to Germany and France for promoting Vibrant Gujarat 2015 Summit, and has been a speaker on “Ease of Doing Business in India” at various events during the tour. He has also completed the Lex Mundi Institute Foundation Management Program, California, USA, in 2014. He was a part of the high-level Government Delegation to Netherlands and Belgium for promoting Vibrant Gujarat 2013 Summit. He has also completed “Certified Professional Course on Cyber Security & Computer Forensic”, organised by the Institute for Design of electrical Measuring Instruments (a Government of India Society).
Pankaj has contributed to various articles on law in IBLJ, Business Standard, etc. He is a professional member of Supreme Court Bar Association; Insolvency and Bankruptcy Board of India, ICSI Insolvency Professional Agency, etc. He is a member of the Board of Faculty, Visiting Faculty of Law, and External Evaluator at Institute of Law, Nirma University, Ahmedabad.
Pankaj has led due diligence teams for carrying out extensive legal audit of various companies for their proposed initial public offerings, including the due diligence in respect of statutory compliances in hospitality sector and textiles & garments industry. He has also conducted comprehensive legal due diligence on behalf of a foreign entity on identified target company in which it was seeking to make equity investment in the advertising sector and liquor industry as well as on behalf of Indian entities on identified target companies in the infrastructure & engineering sector.
Besides General Corporate Advisory, M&A, Real Estate, Projects and Financing, due to predominance of motor manufacturing, oil & gas and pharmaceutical industry in Gujarat, Pankaj worked with some leading companies in these sectors, and contributed significant value by leveraging a combination of legal proficiency, industry knowledge, and business acumen to influence key stakeholders decisions in the relevant field. He has also worked on telecom laws and policies and various telecom licensing and contractual agreements. He has also worked on various transactions for aircraft purchase, aircraft leasing and maintenance and other related agreements.
After completing law with first class from University of Delhi, he started practice in litigation for about 4 years, before diversifying into corporate advisory in 2003. The rich experience gained in litigation has enabled him in the development of a holistic approach towards corporate advisory practice in terms of understanding whether contracts or advice will withstand the scrutiny of courts and regulatory authorities.
Prior to joining AMSS in 2006, he worked with India’s premier law firms in the field of corporate law. During his past association, he conducted comprehensive legal due diligence on behalf of a foreign entity, on an identified target company, in which the foreign entity was seeking to make equity investment in the advertising sector and liquor industry as well as on behalf of Indian entities on identified target companies in the infrastructure & engineering sector. He also actively participated in the initiation and development of the capital markets practice and the telecom practice, and was instrumental in handling the entire non-litigation legal matters of Max Healthcare Institute Limited (Max Healthcare). He has handled the real estate issues for Max Healthcare, including negotiations for various leases, sale, operation and maintenance of hospitals developed and constructed by the various leading construction companies and builders. In addition, he was involved in drafting and negotiation of various contracts for Max Healthcare including agreements, which were specific to the healthcare industry.
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Select Experience Statement
General Corporate, M&A, Private Equity and Joint Ventures
- An American MNC, manufacturing valves, actuators and accessories for numerous applications by various industries, in relation to transfer of leasehold rights in a plot in GIDC Savli Industrial Estate to an identified Chinese company.
- A Canada based MNC on structuring and incorporation of a joint venture company with an Indian entity, and in this regard, preparation, negotiation and finalization of a Joint Venture Agreement and other relevant transaction documents.
- A Russian based MNC on identifying a government leasehold industrial land/ plot in the State of Gujarat for setting-up of steel production facility, and on titled related issues of such land/ plot.
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- An Italian company in relation to a complaint against its ex-Director for cheating and fraud committed by such ex-Director.
- A petro chemical company on the allotment of an alternate land in Gujarat Industrial Development Corporation, Surat (Gujarat), for setting up a cracker facility.
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Government Entities
- Gujarat State Road Development Corporation Limited in relation to termination payment and termination of Concession Agreement and consequential matters relating thereto, regarding three road projects undertaken by SPVs of one of the largest infrastructure companies of India.
- Gujarat State Road Development Corporation Limited in relation to preparation, negotiation and finalization of the Termination and Settlement Agreement regarding a road project in Gujarat.
- Gujarat State Road Development Corporation Limited in relation to harmonious substitution of the Concession Agreement regarding the Bagodara-Wataman-Tarapur-Vasad Road BOT road project in Gujarat.
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- Gujarat State Road Development Corporation Limited in relation to termination of the Concession Agreement, entered into for the improvement and widening of a State Highway Road, in Gujarat.
- Gujarat Corporate Social Responsibility Authority in relation to Corporate Social Responsibility under the Indian Companies Act.
- Uttar Gujarat Vij Company Limited in relation to a technical services agreement proposed to be entered with a Nigerian power company.
- Gujarat Mineral Development Corporation on leasing-out its property at Bavla (Ahmedabad).
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Banking & Finance
- A consortium of banks comprising on various financing agreements, entered into with IRM Energy Private Limited, for setting-up city gas distribution networks in the State of Gujarat.
- A consortium of banks on the financing documents, on funding a private company to undertake an National Highway Authority of India project on the Hybrid Annuity Model.
- Axis Bank Limited in relation to stamp duty payable and instructions for execution of the Investment Agreements, having deal value of USD 1. 7 billion.
- Bank of Baroda in relation to their major Non-Performing Assets account.
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- A consortium comprising of Corporation Bank, Oriental Bank of Commerce, United Bank of India and Vijaya Bank on drafting and negotiation of various financing agreements, entered into with IRM Energy Private Limited including, inter alia, Facility Agreement, Intercreditor Agreement, Trust and Retention Account Agreement, for setting-up City Gas Distribution Projects at Banaskantha in Gujarat and Fategarh Sahib in Punjab.
- Fedbank Financial Services Limited in connection with its proposal to extend a loan facility for the construction of several residential projects.
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Real Estate
- Mata Amritanandamayi Math on issues relating to real estate and construction of the medical campus, in the name and style of Amrita Institute of Medical Sciences, at Faridabad (Haryana).
- Mata Amritanandamayi Math on issues relating to real estate, including conducting title search and preparation of a Title Search Report, for the parcel of institutional land (allotted to Ecole Mondiale International School) situated in Sanand, Ahmedabad (Gujarat).
- Tata Chemicals Limited in relation to procuring leasehold rights in a commercial property in Kheda (Gujarat).
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- Ammann Apollo India Private Limited on purchase of a land parcel situated in Mehsana (Gujarat), including preparation and finalization of a term sheet in relation thereto.
- Katoen Natie OIT Private Limited (a Belgium based company), in relation to the applicability of decenial liability under Indian laws.
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Projects and Oil & Gas
- A joint venture company in India (incorporated by two multinational oil giants) on legal and regulatory compliance issues, in relation to their LNG, Port and regasification business and operations.
- A natural gas distribution company in relation to the provisions of the PNGRB Act, 2006, with respect to grant of authorization to the said company for development of City Gas Distribution Network in a particular geographical area of Gujarat.
- PGSD Engineering LLP in relation to transfer of its rights under a power purchase agreement (entered into with Gujarat Urja Vikas Nigam Limited) to a proposed investor.
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- GeoEnpro Petroleum Limited on the tender documentation, and on the tendering process in relation to the Khrasang oil fields.
- A joint venture company in India (incorporated by two multinational oil giants) on the regulatory provisions relating a floating, storage, regasification unit (FSRU) operating under an Indian or foreign flag, which proposes to be permanently docked at an Indian port.
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Pharma and Healthcare
- A German entity in relation to regulatory framework applicable to the conduct of clinical trials in India.
- Cadila Pharmaceuticals Limited on termination of the Sales and Purchase Agreement for Supply of Industrial Gases and other related arrangements entered into with an industrial gases supplying company.
- CBCC – Vibgyor Research Private Limited on the Clinical Trial Agreements and Service Agreements, from the Indian Law perspective.
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- Aprica Healthcare Private Limited in the acquisition of certain assets, including trademarks, logo, brands and other intellectual property of Aprica Pharmaceuticals Private Limited.
- Apollo Hospitals Enterprise Limited in connection with its proposed collaboration with the Guru Harkishan Medical Trust and the Delhi Sikh Gurudwara Management Committee (DSGMC), pursuant to the Request for Proposal issued by DSGMC.
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Industrial & Labour
- A Healthcare technology solutions company, inter alia, in relation to:
- queries relating to employee leave entitlements and holidays in the State of Maharashtra, the State of Gujarat and the State of Karnataka;
- queries on probation, confirmation, transfer/ demotion, and termination of absconding employees;
- queries on crèche facilities under the Maternity Benefit Act;
- queries whether a company can seek exemption from application of overtime rules, in relation to white-collared employees review and revision of the Employee Policy Handbook;
- queries on Prevention of Sexual Harassment at Workplace;
- preparation of Separation and Release Agreement, upon resignation by an employee; and
- preparation of offer letter, and appointment letter for key employees, etc.
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- An American MNC, manufacturing valves, actuators and accessories for numerous applications by various industries, in relation to relocation of plant and machinery from the State of Gujarat (Vadodara) to the State of Tamil Nadu (Chennai).
- A wholly owned subsidiary of a Japanese motor vehicle manufacturing giant on general legal compliance issues, including labour and industrial laws.
- General Motors India Private Limited in relation to labour matters/ compliances, and closure of their manufacturing plant in Gujarat.
- Fernas Construction Company Inc. on the applicability of labour cess under the Building and other Construction Workers Welfare Cess Act, 1996, in relation to transactions that happen on a high sea sale basis.
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A detailed experience statement can be shared on a confidential basis.
Professional Memberships
- Supreme Court Bar Association
- Delhi High Court Bar Association
Education
- B.COM, LL.B., University of Delhi
