Cyril Shroff | The M&A king of India

We are comfortably seated in the plush private lounge on the fourth floor of Piramal Tower in Mumbai’s Lower Parel, waiting for Cyril Shroff, a managing partner at Amarchand & Mangaldas & Suresh A Shroff & Co.—the biggest law firm in India. The ace deal-maker has invited us to lunch—not surprisingly, in his office.

As we sip authentic rose sharbat, it is hard to miss the museum-like opulence of the surroundings and Shroff’s love for art. The office walls display an enviable collection of work by some of the most sought-after artists, such as M.F. Husain and Vasudeo S. Gaitonde. The reception has an installation of Mahatma Gandhi at the Sabarmati Ashram by contemporary artist Satish Gupta.

We are soon joined by Shroff in the Captain’s Lounge, which is occasionally opened up for personal meetings. Dressed in a black suit and white shirt with a tie, even on a Saturday, he is a man of few words and likes to keep a low profile. And why not, being a lawyer requires him to walk a “tightrope” on several occasions.

This is the reason even corporate rivals confide in him. “It is trust which matters the most. What is shared with us is buried with us,” says Shroff. His practical, calm demeanour belies the fact that he has steered nearly all the landmark mergers and acquisitions in a fast-changing India (the firm has swung 29 M&A deals worth $8.8 billion, or around ₹ 53,404 crore, since the beginning of 2014, according to Bloomberg. That works out to a 38.7% market share).

Under his leadership, the law firm has to its credit all the big-ticket recent deals, including Diageo Plc.’s acquisition of liquor firm United Spirits Ltd, Etihad Airways PJSC’s stake purchase in Jet Airways (India) Ltd, the restructuring of its Indian business by Holcim SA and Sun Pharmaceuticals Industries Ltd’s acquisition of Ranbaxy Laboratories Ltd.

Each deal has been unique in terms of size, sector and complexity.

Diageo, the maker of Johnnie Walker Scotch whisky and Smirnoff vodka, has offered to pay ₹ 18,023.14 crore to take over the Vijay Mallya-led United Spirits. This deal, where Amarchand & Mangaldas is negotiating on behalf of Mallya, has initiated a consolidation phase in the liquor sector.

The firm also snagged the first foreign direct investment (FDI) deal in the aviation sector after the government relaxed FDI norms in September 2012. Etihad’s acquisition of a 24% stake in Jet is the first inbound transaction involving FDI in the aviation sector. The complex transaction, valued at ₹ 2,058 crore, finally got the green signal from regulators in May.

“We value personal relationships…the firm is people-oriented and has a family-like feel,” says Shroff, explaining what sets Amarchand apart. It is important to remain grounded, the 55-year-old emphasizes. That’s probably why, at the top of his game, he still likes to practise actively—he believes it is important to excel as a professional. Drawing a parallel, he says: “If your editor decides to do no writing, he will not be a good editor. I like to combine the management role with the practice role actively.”

An alumnus of Bombay Scottish School and Sydenham College of Commerce and Economics, he studied law at the Government Law College. Shroff calls himself a nerd but has a mischievous smile when we ask him about his days in college. “I did not go to college on most days and my attendance used to be very poor. I believe a lot of people do well by self-study.”

He is studious; Shroff says it is a genetic trait and an important one too, especially for a lawyer. “Studying is very important because our profession is very intellectually demanding.”

It was never hard for him to choose his career path. There was no pressure to become a lawyer, he says. “It was more a natural thing to do. I don’t think I would have done anything else.”

The company was founded by Shroff’s grandfather, Amarchand Shroff, in 1917 and the torch was handed over to Cyril Shroff and his brother Shardul when their father died in 1994. While Cyril takes care of the Mumbai office, Shardul works from New Delhi.

Initially an intern, Cyril Shroff started working at Amarchand full-time when he was in law school. “Although not all was understood by me then, a lot was learnt through observation and interaction,” he recalls of his intern days.

Like any novice, he started with litigation work and rose through the ranks. Shroff feels this experience helps him immensely in understanding the nuances of complex deals. “Every big M&A deal these days, I think, lands up in some court or the other and that proportion is going up. So those early years of litigation experience made me a better lawyer.”

As the chatter continues, a server walks into the room to set up the table for lunch. Shroff is a Gujarati who loves his food and movies. A vegetarian, he enjoys Indian, Chinese and Thai cuisine. There is fried rice, Manchurian and noodles for the main course. “Indian cuisine is an all-time favourite. But we have Chinese for lunch today,” he chuckles.

Over lunch, Shroff reveals his ambition and vision for the firm. Leading a professional-driven organization is not easy and he is candid about it.

“It is more complicated than running an industry because it has a lot of human content,” he says.

But high stress levels have not deterred Shroff from aspiring for more. Shroff and his brother have successfully steered Amarchand to become one of the largest law firms in the country, with 750 lawyers at present, up from 15 in the early 1980s, when Shroff started out.

Shroff believes Amarchand has changed considerably from a family run firm to a professionally driven organization, offering non-family lawyers a chance to move up the organizational ladder. If they can survive the high benchmarks, of course. “A lot of the attrition is forced attrition because we have very high quality parameters and sometimes people don’t match up,” says Shroff.

His role models from the legal world are limited. He prefers to seek inspiration from the corporate arena. Though he learnt the ropes from his father, Uday Kotak, executive vice-chairman and managing director, Kotak Mahindra Bank Ltd, and K.V. Kamath, ICICI Bank chairman, have played key roles in shaping his ideas.

Aligning the firm’s growth plans with India’s growth trajectory has been a key strategy. “I never lose sight of that because that is a very safe boat to ride on. If India grows, we will grow.” The firm expects to have about 1,000 lawyers soon and is already launching new practice areas. “We are openly ambitious as a firm. With more people we can afford to have much more specialization and can experiment with a lot more things.” At present, Amarchand is looking to grow its technology and white-collar practice, and add sports to its offering.

His children are fourth-generation lawyers. While his son Rishabh specializes in the family office practice, managing the family wealth of high networth individuals, daughter Paridhi has expertise in infrastructure and works out of Ahmedabad.

But there are no finishing lines for Shroff professionally. He now wants Amarchand to grow out of the “domestic law firm” image. Shroff wants the firm to be involved in more international transactions and be largely professionally driven.

“Even though we are based out of India, we want to be known globally so that we are able to work with firms in other markets and implement a transaction anywhere…we have started doing that.” But, he says, going global will not mean setting up offices overseas. “Full internationalization and institutionalization of the firm will be a point after which I will hang up my boots,” Shroff says.