Mr Cyril Shroff is managing partner at the firm. He has over 37 years of experience in a range of areas, including corporate and securities law, disputes, banking, bankruptcy, infrastructure, private client, financial regulatory and others. He is consistently ranked as “star practitioner” in India and often regarded as the “M&A King of India” by leading global publications. He routinely comments and advises on policy reforms in India, and was a member of the committee on corporate governance constituted by Indian regulator of securities market.
What motivated you to pursue a legal career?
I am a third-generation lawyer in my family. Since my childhood, dinner table conversations only revolved around the law and any important legal cases. Therefore, it was a natural progression for me to pursue a legal career.
What qualities do clients look for in an M&A lawyer?
In addition to the more obvious qualities – a good understanding of corporate laws and drafting skills – clients primarily look for good communication skills and commercial understanding from their M&A lawyer. They also expect them to be efficient, pragmatic and solution-oriented.
What are the main challenges you face today when negotiating complex deals?
I think one of the most important issues is the changing scenario in the Indian economy. It is not easy to predict the future. Therefore, it is all the more important for lawyers to be pragmatic.
What are the main challenges clients should be aware of when trying to conduct business in India?
While ease of doing business in India has generally improved over time, there are still challenges that are more sector or state-specific. With digitisation and single-window clearance of licences and permits, certain states have performed fairly well. However, these facilities are yet to be fully adopted in certain other states. Dispute resolution is another area that is not very efficient in India, from the perspective of time and resources that have to be invested.
Why do you think India has been attracting an increased amount of foreign investment in recent years?
As a developing nation with huge population, India has a massive potential for growth. The commercial outlook of the current government and a visible intent on improving the ease of doing business has helped to develop investor confidence. More certainty around foreign exchange laws – particularly the foreign direct investment policy, and its timely amendments to resolve issues and to keep up with the market expectations – has also played an important role.
How do you see legal competition developing in India in coming years?
Indian legal market has matured fairly quickly in the past decade. Now, with technology playing a major role in almost all aspects of life, we can see investments by law firms in use of innovative technology to address issues and offer solutions that would make the profession more efficient and cost-effective for clients. Offering such technology-based services will be one of the key factors driving competition in the legal fraternity.
What is your secret to success?
My sheer passion to leave a legacy behind. Our focus to have our clients succeed – that’s what drives us each day. Adapt to changing times – embracing AI at the workplace was a landmark moment. The motto of our firm is to have India’s finest lawyers for a just world. We have tried to live by this motto.
What advice would you give to lawyers hoping to one day be in your position?
There is no substitute for hard work – the fruits of labour are sweet. Relationship building goes a long way – clients value that. Also one needs to retain one’s sense of humour. Its not an easy job managing India’s largest law firm. However, with humility and a strong sense of purpose and the desire to do what is right, one can achieve great heights.
Cyril Shroff, managing partner of Cyril Amarchand Mangaldas, and previously managing partner of erstwhile Amarchand & Mangaldas & Suresh A Shroff & Co, has more than 37 years of experience in corporate and securities law, disputes, banking, bankruptcy, infrastructure, private client, financial regulatory and others. He is consistently ranked as a “star practitioner” in India by Chambers Global and often regarded as the “M&A King of India”. He is regularly recognised as an award-winning professional across various practices. Mr Shroff is the recipient of the Managing Partner of the Year 2019 award at the Asia Legal Business (ALB) India Law Awards.
DESCRIBE YOUR CAREER TO DATE.
I started with litigation under the tutelage of my father and that experience has helped me immensely in understanding the complexity of large deals. Further, in one lifetime, I have had the opportunity to build and sustain two of India’s largest legal institutions. Thus, I can say that my career to date has been fulfilling. However, let me add, we still have miles to walk and continue growing along the way.
HOW HAS THE MARKET CHANGED SINCE YOU STARTED PRACTISING?
When I started my career, it was still the time of the licence raj, which confined the role of large business to heavy industries and export-oriented sectors. Over time, the markets in India have been liberalised and the governments, past and present, have worked tirelessly to reduce and remove regulatory hurdles, thereby opening up the Indian markets to foreign investors. The strong institutions bequeathed to us by our founding fathers, along with regular legal reform, have had a huge role in India’s economic growth. The boom in foreign investment and the liberalisation in India has also resulted in the growth of the Indian legal industry. With M&A activity, both domestic and overseas, being at an all-time high, new law firms are mushrooming across the country, leading to healthy competition in the Indian legal space. Dealing with foreign law firms on overseas transactions has helped in inducing a great professional culture and broadening the outlook of Indian lawyers.
HOW HAVE YOUR PREVIOUS ROLES WITH THE EXCHANGE BOARD OF INDIA ENHANCED YOUR PRIVATE PRACTICE M&A WORK?
My previous roles with the Exchange Board of India have enhanced my understanding of how the regulators function. It has been a window into the minds of the regulators and it has helped us to advise our clients better and to facilitate corporate transactions in the Indian markets.
A RECORD VALUE OF M&A TRANSACTIONS WERE COMPLETED ACROSS INDIA IN 2018. WHAT HAS BEEN THE DRIVING FORCE OF THIS ACTIVITY AND DO YOU SEE THIS CONTINUING?
Yes, the year 2018 has seen a record value of M&A transactions completed across India, with the cumulative value breaching the US$100 billion mark. This has primarily been on account of the growing economy and the continued effort by the government to remove regulatory hurdles with a view to attracting foreign investment in India. The recent M&A activity in India has been driven by both domestic and cross-border deals. Further, recent amendments to the Insolvency and Bankruptcy Code 2016 have resulted in a number of distressed assets coming up for sale at attractive valuations, particularly in capital intensive sectors. The Securities and Exchange Board of India’s recent announcement in relation to a reduction in the time limit for providing financial information will most likely boost initial public offering activity in India. A strong capital market and the regulatory reforms signal an increasing depth and maturity, making the Indian markets more and more attractive to foreign investors. Furthermore, despite the liquidity crisis in Indian non-banking financial institutions, the depreciating value of the rupee and global trade tensions, the M&A activity in India has shown no signs of slowing down. We expect this upward trend in the M&A activity in India to continue.
TO WHAT EXTENT HAS THE INSOLVENCY AND BANKRUPTCY CODE, INTRODUCED IN 2016, LED TO M&A OPPORTUNITIES FOR ACQUIRING COMPANIES UNDERGOING INSOLVENCY?
The Insolvency and Bankruptcy Code 2016 and the restructuring guidelines issued by the Reserve Bank of India have given a fillip to M&A transactions in India through the auction sale of businesses in bankruptcy. The Insolvency and Bankruptcy Code 2016 provides growth opportunities to financially healthy companies that may acquire the business in bankrupt companies through auction sales, thereby expanding their business horizons. The recent amendments to the Insolvency and Bankruptcy Code will result in a number of distressed assets coming up for sale at attractive valuations, particularly in capital intensive sectors.
HOW DO YOU SEE YOUR PRACTICE DEVELOPING IN THE NEXT FIVE YEARS?
I see the firm expanding horizontally and vertically in the near future. We aim to expand internationally too. We have recently undertaken initiatives such as Prarambh – a legal tech incubator of the firm – the aim of which is to support innovation in the field of legal technology. We plan to roll out and participate in further such innovative initiatives in the near future. As a firm, we believe in having a socio-legal impact, and we are encouraging our associates to undertake pro bono work towards this end.
WHAT MAKES CYRIL AMARCHAND MANGALDAS STAND OUT FROM ITS COMPETITORS IN THE MARKET?
As a firm, CAM values personal relationships. The vision, dedication and commitment on the part of each individual associated with the firm towards our clients, peers and colleagues – the CAM culture, as I would like to call it – is what sets us apart, drives us forward and enables us to continue aiming for and achieving new heights.
YOU HAVE ENJOYED A VERY DISTINGUISHED CAREER SO FAR. WHAT WOULD YOU LIKE TO ACHIEVE THAT YOU HAVE NOT YET ACCOMPLISHED?
I would like to see CAM grow out of the domestic law firm image. I would like to see CAM being involved in more international transactions and be known globally so that as a firm we can work in other markets and jurisdictions and implement transactions anywhere. Full internationalisation is one of the few things that I would want to accomplish in the near future.