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IPOsAmarchand Mangaldas was the busiest IPO law firm in Legally India's 2009-10 financial year (FY) league table by far but the newer practices Luthra & Luthra, S&R Associates, AZB & Partners and Khaitan & Co have managed to keep pace in bank advisory work bagging nearly as many instructions.

International firm Dorsey & Whitney picked up the most by number but Jones Day turned out to be number one choice on the biggest IPOs of the year with Clifford Chance also putting in a strong performance as the magic circle firm of choice in the field.

Amarchand mopped up instructions on 39 initial public offerings (IPOs) from over 100 that were filed with the Securities and Exchange Board of India (SEBI) during the last financial year running from 1 April 2009 to 31 March 2010 (see tables at bottom of page).

The firm was preferred as advisor by companies in over 30 mandates as company or sole issue counsel, while also bagging nine mandates for financial institutions advising on listings.

Luthra and S&R, on the other hand, turned out to be amongst the favourites acting for underwriting banks just behind Amarchand, which advised 9 banks.

Luthra advised eight underwriters and S&R acted for seven, although Luthra also put in considerable advice for companies in acting on seven company mandates and thus securing itself in a comfortable second spot on the full financial year league table with 15 deals.

"We are a young team and still a growing and evolving practice," said Luthra & Luthra capital markets head and partner Madhurima Mukherjee. "The entire credit goes to the team who have put in a lot of hard work last year. We intent to keep at it this year."

Khaitan & Co also made a huge impact in the tables with a total of 14 mandates, nine out of which came from companies.

Khaitan capital markets partner Nikhilesh Panchal said: "We expect the market to be steady and hopefully as the economy grows the markets would sustain itself and fund raising will continue. It’s been a good financial year end compared to what we’d seen till October [2009], but post-October the market has picked up and there has been a good year-end."

In the beginning of 2009, from December 08 to March 09 there was a complete lull globally, explained Panchal. "Post-March the markets slowly and gradually started picking up. First a couple of IPO's like Adani Power and Mahindra gave very good signals to the market, various QIP's happened and we started seeing filings at SEBI that time."

IPOs 2009-10 FY, Selection

Company Counsel

Banks' India counsel

Banks' int'l counsel

NMDC

Crawford Bayley

S&R

Gide Loyrette Nouel, Dorsey

NTPC

Amarchand

Luthra

O’Melveny & Myers

NHPC

Amarchand, Dorsey

 

 

JSW Energy

Amarchand

Khaitan

Latham & Watkins

Oil India

Amarchand

Luthra

Ashurst

Adani Power

Amarchand Mangaldas

Khaitan

Jones Day

Reliance Infratel

Amarchand

Khaitan

Linklaters

Rural Electrification Corporation

Luthra

Amarchand

Ashurst

DB Corp Limited

Luthra

Desai & Diwanji

Skadden Arps

Emaar MGF Land

S&R

Dua Associates

Linklaters

Jaypee Infratech

Crawford Bayley

Luthra

Skadden Arps

BPTP

AZB

Luthra

Latham & Watkins

United Bank of India

Khaitan

Axon Partners

 

Hindustan Media Ventures

Amarchand

 

White & Case Pte.

SKS Microfinance Limited

Amarchand

S&R

Wilson Sonsini Goodrich & Rosati

Avantha Power and Infrastructure Limited

Amarchand

Axon Partners

Dorsey & Whitney

Gujarat State Petroleum Corporation Limited

Amarchand, Jones Day

JSA

Cravath Swaine & Moore

SJVN Ltd

Fox Mandal

AZB

K&L Gates

Bajaj Corp Limited

Khaitan

JSA

Allen & Overy

Jindal Power Amarchand Khaitan Latham & Watkins

S&R Associates managing partner Sandip Bhagat noted that the growth in the market was not confined to the IPO or qualified institutional placements (QIP) space and that this growth had gone hand-in-hand across with increased M&A and private equity volumes.

According to the business daily Economic Times, money raised through public offers exceeded Rs 47,800 crores ($10.3bn) during FY 09-10 with the stock market registering over 80 per cent returns.

Reportedly JSW Energy and Adani Power were amongst the top initial public offers while divestment of the Government's stake in public sector undertakings (PSUs) through initial and follow-on offers also enriched the exchequer.

"The Rs-9,967 crore follow-on public offer (FPO) of state- run iron ore mining giant NMDC was the biggest public offer of the fiscal, followed by NTPC (Rs 8,478 crore), NHPC (Rs 6,038 crore) and JSW Energy (3,818 crore)," wrote the paper.

"Some big public offers during the passing financial year include, Oil India Ltd (Rs 2,777 crore), Adani Power (Rs 3,016 crore), Rural Electrification Corporation (Rs 3,530 crore) and DB Realty (Rs 1,500 crore)."

Crawford Bayley profited from its long-held close ties to India's industrial elite and advised nine companies on their walk to the market.

AZB's figures showed that its investment in the practice area has reaped some rewards last financial year, picking up six bank mandates to take it into the top five.

A surprise are perhaps the lower reaches of the table, which apart from being populated by usual suspects such as J Sagar Associates, Kanga & Co and Vaish Associates, has also made space for newcomers.

By now firmly entrenched is Rajani Associates, which made its name on capital markets and has solidified its position, having acted mostly on issues of mid-size companies.

Rajani Associates capital markets partner RA Sanjay Israni said that the firm was keenly looking forward to targeting the SME market segment further, which was not very well covered by larger firms.

Managing partner Prem Rajani added: "The markets are going to go pretty good… There has been a significant improvement from June-July last year when the government came into power and things started picking up towards the end of 2009.

"Those who have the practice will have to scale it up and those who don’t should just take up the matter unless they really have no expertise to do it."

Three-year old Delhi capital markets boutique JurisPrudent Consulting Partners, which also specialises on the SME sector has also had a solid year, bagging three IPOs.

The surprise newcomer of the year was Axon Partners LLP, which while less than a year old muscled its way into the league table with two bank mandates on sizable deals (see table).

Trilegal too has made a beginning this year in getting into the market, with Srinivas Partha joining the firm from its best friend Allen & Overy to kick-start its capital markets practice.

International markets

Dorsey & Whitney ruled the roost here by volume, attracting a mix of 11 smaller and larger deals such as Pipavav Shipyard, Man Infraconstruction Limited, Avantha Power and Infrastructure Limited.

But Jones Day captured most of the high-profile international mandates of the year and lots of it, with ten underwriter mandates including Adani Power, Mahindra Holidays, Godrej Properties, Cox & Kings and DB Realty.

Jones Day India-focused partner Manoj Bhargava told Legally India: "Most our referrals come from our investment banking clients though we see referrals from Indian law firms and past corporate clients as well.

"This year 2010 has been busy for us. We have been focused mostly on private sector company IPOs and QIPs, and look forward to completing those. Needless to add, as a result of volatile markets, timing of transactions has become critical. Investors have also become more selective and focus carefully on fundamentals."

"We expect 2010 to be a much more deal intensive year than 2009, probably more than 2008 and 2009 combined," he added.

Latham & Watkins also strong having acted on only four deals but all of them huge: JSW Energy, Sterlite Energy, BPTP and Jindal Power.

Clifford Chance put in a very strong performance this year too, helped in no small part by its Amarchand Mangaldas capital markets hire Rahul Guptan who is playing the field in Singapore now.

In two out of six mandates that CC captured, it found itself on the opposite side of AZB, in a sign that the best friendship was reaping some commercial rewards.

"The best friends relationship has helped both firms in securing mandates," said Guptan. "We worked closely to identify opportunities. We are seeing a lot more joint mandates in this year as clients are increasingly aware of the benefits of the best friends arrangement."

"Our strategy in the beginning of 2009 was to target banks and corporates - the majority of referrals stemmed from these clients," he added.

He too was optimistic about the market. "The pipeline is much bigger this year. However, we are once again seeing a huge backlog of issuers that have SEBI approvals in place and are in a holding pattern waiting for the right time to launch. This may impact the number of deals that get done this year despite the pipeline."

A&O, which placed sixth with only two mandates, saw itself work opposite Trilegal on only one deal last year: Glenmark Generics.

Linklaters, on the other hand, which placed 5th with three IPOs, did not see any of its best friend Talwar Thakore Associates, which had not acted on any IPOs although has been more active in the QIP space.

Working for the GOI

Amarchand remained the Government’s favourite on disinvestments through public offerings winning three mandates of Oil India, NHPC (National Hydroelectric Power Corporation) and NTPC which was half the total of six PSUs that hit the market in the last fiscal.

Crawford Bayley, S&R Associates, Gide Loyrette Nouel and Dorsey & Whitney advised on the Rs 9,967 crores follow-on public offer of NMDC which was one of the largest revenue fetching IPO’s of the last fiscal.

Luthra & Luthra led for the domestic underwriters on Oil India and NTPC with Ashurst and O’Melveny & Myers advising the international bankers respectively.

On Rural Electrification, Luthra & Luthra counselled the Government of India (GOI).

Fox Mandal Delhi acted for the government in Satluj Jal Vidyut Nigam's (SJVNL) maiden IPO where AZB & Partners and K&L advised the underwriters on domestic and international laws respectively

Busiest domestic IPO law firms 2009-10 financial year


Firm Total mandates 2009-10 FY
Company mandates Underwriter mandates
1 Amarchand Mangaldas 39
30
9
2 Luthra & Luthra  15
7 8
3
Khaitan & Co 14
10
4
4 Crawford Bayley 11 10 1
5
AZB & Partners 9
3
6
6 S&R Associates 8
1
7
7 J Sagar Associates (JSA) 6 4 2
8 Rajani Associates 5 5 -
9
Kanga & Co 5
4
1
10 Vaish Associates 4 4 -
11 Corporate Law Chambers India 3 3 -
11 JurisPrudent Consulting Partners
3
3 -
13 Trilegal 2 2 -
14 Axon Partners LLP 2 - 2

Busiest international IPO law firms 2009-10 financial year


Firm Total mandates 2009-10 FY
Company mandates Underwriter mandates
1 Dorsey & Whitney 11 - 11
2
Jones Day 10
-
10
3
Clifford Chance 6
-
6
4 Latham & Watkins  4 -
4
5 Linklaters 3 - 3
6= Allen & Overy 2 - 2
6= Ashurst 2 - 2
6= Skadden Arps Meagher & Flom 2 - 2
6= White & Case 2 - 2
Methodology: legal advisers to all draft prospectuses filed with SEBI and ROC in the period 1 April 2009 - 31 March 2010. Ranked by total mandates, followed by company mandates.

Also read the Q4 rankings and individual mandates, as well as the Q3 2009-10 rankings and the first half 2009-10 rankings.

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Recommend! +0 Objection! -0 Anonymous guest 2010-06-01 22:23
Kian, I believe Jindal Power Limited deserves a mention in the table of IPOs and proposed IPOs that you have listed. Its the biggest IPO by a company in private sector in India this year (Rs 7200 Crores).

[Thanks, we have added Jindal Power to the table. -Ed]
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Recommend! +0 Objection! -0 Anonymous guest 2010-06-01 23:39
wow....amarchands tally is just one less than the combined tally of the next three!!!!! its good to see small firms also doin well in this tough market..... btw....i hav not heard of rajani associates before.....how is it as a firm????? can anybody gve me any details about it????
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Recommend! +0 Objection! -0 Anonymous guest 2010-06-02 02:20
Enjoy it while you can [Amarchand], the foreign law firms will be here in 5-6 years
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Recommend! +0 Objection! -0 Anonymous guest 2010-06-02 10:12
Kian dont be biased, what about those other issues which listed with stock exchange in 2010?
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Recommend! +0 Objection! -0 Anonymous guest 2010-06-02 22:26
---- Blank post in protest against censorship at LI

[We can not allow anonymous personal comments going up that say that someone is not as good a lawyer as someone else. It would be neverending... -Ed]
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