Hema Shankar

Venture Capital & Private Equity: Representing PE and VC funds in their primary and secondary transactions, where the work includes assisting with, managing, and overseeing the end-to-end completion of each transaction. This primarily includes:

• Structuring, reviewing, and negotiating term sheets;
• Headed due diligence teams, mentoring a team of junior associates in conducting legal due diligence, preparing detailed due diligence reports and identifying actionable risk mitigation strategies;
• Drafting, reviewing, and finalizing definitive agreements for cross-border transactions across India, Singapore, UK, and the US; and
• Managing all post-signing requirements by overseeing secretarial compliances and coordinating documentation for conditions precedent, closing, and conditions subsequent, to ensure the transaction is efficiently completed.
• Trusted key client relationship manager to several PE/VC funds and corporates, serving as the first point of contact for C-suite executives, PE/VC fund managers, and founders during high-stakes negotiations.

Mergers & Acquisitions: Primarily handling and managing acquisitions, assisting both buy side and sell side. The work includes:

• Structuring the sale transaction, advise on deferred consideration structuring, drafting, reviewing, and negotiating term sheets and agreements relating to share sale, asset sale, business transfer and intellectual property assignment;
• Overseeing the completion of the transaction post-signing; and
• Spearheaded multi-jurisdictional deal teams across India, US, Singapore and UK, ensuring seamless coordination between clients, advisors and local counsel.

Legal Advisory & General Corporate: The work includes advising and assisting clients on a wide range of matters, such as:

• Permissible investments and grants that may be received by AIFs from both domestic and foreign entities;
• Permissibility of renewal of term loans & revolving line of credit by NBFCs and the impact of RBI’s classification on NPAs on the same;
• Founder exits, promoter MSOPs, drafting of ESOP scheme.
• Representing one of India’s largest Healthcare group, on an ongoing basis on a retainership model, representing them as legal counsel in their various general contracts & agreements. Additionally, representing them from time to time in its Mergers and Acquisitions and investment transactions.

Key Transactions: The Annexure on the following page sets out the key transactions that I have worked on.

• Independently handled drafting and vetting of various agreements, SLAs with customers, vendors, service providers, etc. for clients in various sectors;
• Advising clients on wide range of legal matters involving Companies Act, FEMA and RBI, including advising a client in the Healthcare Services industry on Single Brand Retail Trade and Multi Brand Retail Trade, Licenses required for setting up a Pharmacy and selling of neutraceutical products;
• Represented L&T in several arbitration disputes between BMRCL & L&T in their metro construction projects in Bangalore.

• Drafted shareholders’ agreements, share purchase agreements, debt documents, and various commercial contracts for clients in sectors such as real estate, retail, logistics, and software services;
• Drafted HR-related documentation, advised on employee termination, enforcement of confidentiality and non-compete clauses, and handled litigation on employment matters;
• Drafting, negotiating and finalising the tender documents and contracts with the vendors PMC, architect & design services, civil and MEP works and Construction & Sale agreements with Customers in relation to Express Exclusive residential project;
• Represented Express Avenue mall, office spaces and residential projects in drafting, review and negotiating lease agreements, construction contracts, turnkey contracts & tenders.