Article Type: About

HSA Advocates advised and assisted Ocus Skyscrapers Reality Limited on handing over the operations of 100+ key service apartments to Intellistay Hotels.

HSA successfully represented its client Ocus Skyscrapers Reality Limited, with respect to its handing over of operations of 100+ key service apartments along with associated facilities/amenities, namely, restaurant, gym, spa, swimming pool and conference rooms to IntelliStay Hotels, operated as ‘Mango Suites Select’ in Ocus’ premier property Ocus – 24K (Sector 68, Gurugram). The deal is amongst the first of IntelliStay’s 5 hotels in Gurugram and 5 each on the Delhi – Jammu and Delhi – Dehradun corridors. Ocus – 24K is a 4.44 acres mix-use commercial leisure development project which further incorporates retail, a 4-screen multiplex, food court and is in close vicinity of a 470 acres project earmarked for India’s first ever education city. We were involved in drafting, vetting and negotiating the Agreement for Ocus. Our team wasled by Partner Gaurav Sahay along with associates Arnav Vats, Megha Shankar, Deepjoyika Ghosh Dastidar and Shreya Pola.

HSA Advocates is pleased to announce that Vatsal Gaur joins the Firm as an Associate Partner. In the process, Vatsal merges his independent practice of over two years, with the firm. He will be operating out of the firm’s Delhi office.

With over 8 years of experience in corporate commercial and M&A transactions, Vatsal specializes in PE investment transactions, having acted for diverse PE funds, VC and Angel investors across the entire spectrum of the investment and divestment cycle. Vatsal assists clients in transaction structuring, contract negotiations and drafting, advising on applicable legal and regulatory frameworks, corporate and commercial issues and transaction management.

Vatsal was running his independent practice for over two years, prior to which, he had worked with Lakshmikumaran & Sridharan, Khaitan & Co and JSA.

Andhra Pradesh High Court directs payment of INR 1450 crores to renewable power generators

Ensuring financial viability of power generators is critical to the growth of power sector in India. Upholding this theme, the AP High Court through its Chief Justice in a significant order has directed the state power distribution companies to make payments to renewable power generators and clear all admitted liabilities expeditiously.

Background facts: A single judge bench of AP High Court had previously quashed orders of the Govt. of AP seeking re-negotiation and unilateral reduction of renewable power tariff in already concluded power purchase agreements. While doing so, on the issue of pending payments since May 2018, the AP High Court directed the state discoms to approach the State Regulatory for seeking any revision in concluded tariff and meanwhile directed interim payments at INR 2.44/MW to solar gencos and INR 2.43/MW to wind gencos till the final disposal of matters by the State Regulator. Many renewable gencos including Tata, ACME and Mytrah challenged the said judgment including requirement of approaching State Regulator and suffering financial distress, also sought for all pending payments from the state discoms. Some of these developers also filed contempt proceedings against state discoms for not releasing payments as directed by AP High Court in its initial order.

Order: A bench of AP High Court headed by the Chief Justice today directed the state discoms to release the undisputed amount of INR 1450 Crores within 4 weeks to the renewable gencos at the interim rate directed previously by the High Court. All the prospective invoices too shall be paid at the interim rate till the final disposal of the appeals by AP High Court. The said amount of Rs. 1450 being the total outstanding in terms of Single Judge’s Order is disputed by renewable gencos and taking the same into consideration, the AP High Court has further directed the renewable gencos to submit their claims in a period of one week followed by joint meetings between the parties to identify the total outstanding in terms of the Single Judge’s Order.

Our view: This is a seminar order for it provides a semblance of comfort and certainty to investors in Andhra Pradesh, who have been reeling from regulatory uncertainty, PPA rollbacks, tariff reductions and a host of other constraints. The instructions of the AP High Court instructing state discoms to make payments in terms of Single Judges order further vindicates the stand of renewable genecos embroiled in a legal tussle contesting the decision of the state and its utilities resiling from their contractual promises and policy decisions. This order will indeed give a fillip to the existing renewable genecos enabling them to continue their operations and safeguard their huge investments in the state.

HSA Advocates Partners Hemant Sahai, Apoorva Misra and Shreshth Sharma along with Principal Associate Aditya Singh and Associate Samarth Kashyap represented Tata Power, ACME and Mytrah in this matter, which was led by Senior Advocates Mr. Sanjay Sen and Mr. Sajan Poovayya.

HSA Advocates is pleased to announce the addition of Kshitiz Khera to the Firm. As an Associate Partner based in the New Delhi office, his practice primarily focuses on civil and commercial litigation, bankruptcy and alternate dispute resolution.

With over 10 years of experience in dispute resolution, Kshitiz has been actively engaged in handling corporate and commercial disputes, insolvency and banking litigation, arbitration matters (domestic
and international commercial arbitration for diverse sectors), general civil litigation and criminal matters. He regularly appears before diverse courts and tribunals and has handled high profile matters in international commercial arbitration.

Prior to joining HSA Advocates, Kshitiz was working at Link Legal, before which he worked at Dhir & Dhir Associates.

HSA Advocates welcomes Ashutosh Gupta to its collegium of partnership. As a Partner and Chief Strategy Officer, he will lead the strategic planning and business development efforts of the firm.

With over 15 years of management consulting and change management experience, Ashutosh has a strong track record of creating and implementing innovative growth strategies that leverage technology and data analytics in driving positive impact on revenue, client outreach and brand positioning. He joins HSA from Economic Laws Practice, where he was a Partner with the firm, and was earlier associated with Khaitan & Co as Director – Strategy & Business Development. He has previously worked with KPMG and Aon Hewitt. Ashutosh is a Delhi University law alumnus with an LLM from Columbia University and an MBA from Oxford University.

HSA Managing Partner Hemant Sahai commented as follows: ‘Law firms need to continually adapt to the external environment impacting our industry and respond suitably to the emerging opportunities.Ashutosh brings with him this experience that will be vital to our growth.’

HSA Advocates advised Smartworks Coworking Spaces Private Limited on investment from Lisbrine Pte Limited

Smartworks Coworking Spaces Private Limited (“Company”), a company engaged in providing co-working spaces has raised USD 25 million (equivalent to approximately INR 175 Crores) from Lisbrine Pte Limited, a wholly owned subsidary of Keppel Land Limited against issuance of compulsorily convertible preference shares.

HSA Advocates advised Smartworks Coworking Spaces Private Limited on all aspects of the transaction and was led by Ramya Hariharam (Partner), along with Dipti Srivastava (Associate).

Three solar power producers, namely, Ayana Renewable, Sprng Energy and SB Energy represented by their legal counsel HSA Advocates, breathed a sigh of relief after the Appellate Tribunal for Electricity (APTEL) stepped in to save their projects and investments in the Kadappa Solar Park (Phase-II – 750 MW) and Ananthpuramu Solar Park (Phase-II – 750 MW) in Andhra Pradesh.

These developers had, pursuant to a bidding process conducted by NTPC/SECI and the JNNSM Scheme promoted by the MNRE, invested a substantial amount of money in implementing solar projects in the State of Andhra Pradesh and signed PPA/PSA with the AP Discoms with NTPC/SECI acting as an intermediary trader.

Even though the bidding was carried out under the aegis of the Central and State Government and with due knowledge of the Andhra Pradesh Electricity Regulatory Commission (APERC), the solar developers were faced with a peculiar situation, where the PPA/PSAs had not been formally approved by the APERC for over a year and a half, creating issues with the lenders. To add to their woes, the PPA/PSA incorporated a clause of deemed termination if the stated orders were not given by the APERC in a time bound manner, which was due to expire on 31 July, 2019. Facing such risk on projects and the regulatory uncertainties in the State of Andhra Pradesh are writ large, the power producers were advised to promptly approach APTEL urging it to exercise its supervisory powers under Section 121 of the Electricity Act, 2003 (Act).

Section 121 empowers APTEL to issue such orders, instruction, directions as it may deem fit to any appropriate commission for performance of its statutory functions under the Act. APTEL admits petition under Section 121 of the Act in rarest of the rare cases and unless it is not satisfied that the issue has nexus with the performance of the statutory functions of any Regulatory Commission and has far reaching implications, gravely affecting the electricity sector of the country.

Due to timely intervention of the APTEL, on 29th and 30th July 2019, the developers secured interim orders restraining the AP DISCOMs and APERC not to initiate any precipitative or coercive action against the developers including cancellation or termination or deemed/automatic termination of PPA and PSA, till such time the APERC decides/issues order pertaining to adoption of tariff, trading margin and approval of procurement of contracted capacity.

HSA Advocates represented Ayana Renewable, Sprng Energy and SB Energy and was led by Hemant Sahai (Founding Partner), along with Pragya Ohri (Partner), Puja Priyadarshini (Associate Partner), Molshree Bhatnagar (Principal Associate), Aditya Kumar Singh (Principal Associate) Aayush Chandra (Principal Associate), Nived Veerapaneni (Associate), Anukriti Jain (Associate) and Aditi Soni (Associate).

We are pleased to welcome Amit Charan to HSA Advocates as Partner. He will be based out of the firm’s Delhi office. Amit’s primary areas of specialization are banking & finance transactions including project finance, structured finance, asset finance, acquisition finance, bond issuance, ECB, RBI’s corrective action plan implemented through JLF, multiple banking, consortium lending, syndication, structured loan / financial products of banks and NBFCs.

With over 16 years of legal experience, Amit has advised clients on various project finance transactions (involving renewable and non-renewable energy, Highways etc.), asset financing, acquisition financing, funding pursuant to erstwhile corrective action plan under JLF, multiple banking, syndication and consortium lending, ECB, real estate financing, restructuring under RBI’s erstwhile circular of restructuring of stressed assets, etc. Along with this he has also advised banks/ financial institution with respect to various provisions/actions under IBC, structuring succession plan for HNIs / promoters of corporate houses and advised resolution applicants in finalizing their resolution plan under IBC.

Prior to joining HSA, Amit has worked with SNG & Partners, J. Sagar Associates, and L&L Partners.

We are pleased to announce that Dipti Lavya Swain, Founder & Managing Partner of DLS Law Offices is merging his firm with HSA Advocates. DLS Law currently operates from New Delhi and also has a presence in Mumbai and Bhubaneshwar.

With over 13 years of work experience, including in top tier firms as a partner, Dipti is a specialist in Private Equity, M&A, Securities Law, Insolvency Laws and Corporate Law. He has significant experience in a highly competitive Indian corporate market advising several international and domestic companies over several industrial sectors across the globe including business set-ups for multiple corporate houses. He has led various PE and M&A transactions including Capital Market Transactions and a plethora of general corporate advice to clients involving complex areas of law.

Dipti had earlier joined Azure Power as general counsel from Luthra and Luthra where he was a partner. He began his independent practice through DLS Law Offices in June 2018.

Dipti joins with his team of associates and the firm intends to continue a
professional relationship with the erstwhile DLS Law partners in Mumbai and Bhubaneshwar, albeit in a different structure.

We are pleased to welcome experienced litigator and arbitrator Faranaaz Karbhari, to HSA Advocates as Counsel. She will be based in the Firm’s Mumbai office. Faranaaz is accompanied by Rahul P. Jain who joins HSA as an Associate Counsel and will also be based out of the Firm’s Mumbai office.

Faranaaz is a highly respected lawyer with two decades of litigation experience, before the High Courts, Company Law Board and various Tribunals. She specialises in corporate commercial litigation and arbitration, conciliation and mediation, with significant expertise across the entire spectrum of direct and indirect taxes. Faranaaz has acted as and is routinely appointed as an arbitrator in diverse commercial disputes.

Faranaaz had earlier articled with and commenced her legal career with Crawford Bayley & Co where she worked for over 15 years. Prior to founding her independent practice Alpha Chambers, Advocates & Solicitors, in July 2016, she was the AVP Litigation for Vodafone since 2014.

Rahul has over 12 years of experience and specialises in commercial litigation and arbitration, and real estate transactions. In addition, Rahul has significant experience in indirect tax advisory and litigation.He regularly appears before High courts and tribunals, including appellate authorities.