The House of Abhinandan Lodha (HOAL) and HDFC Capital Affordable Real Estate Fund-3 came together to create a JV platform entailing project investments of INR 15 Billion (USD 180 Million approx.) towards the development of new generation low-rise development projects in India. The investment will result in a Gross Development Value (GDV) of INR 4500 crores. The JV entails the development of new generation low-rise projects all over India. The transaction involves issuance of debentures by the JV to the Investor in one or more tranches against infusion of the investment amount. The transaction involved setting up a one of its kind JV with debt investment from the Investor and equity from promoter group for the purposes of executing new generation low rise residential projects in India. In terms of the documentation, the targeted investor returns in the transaction have been aligned with the debenture redemption schedule. The documentation especially the framework agreement of the JV and the escrow agreements were complex and detailed as the transaction is of mezzanine nature wherein the elements of market risk similar to the risks of equity holders have been passed on to the Investor contractually in a very unique arrangement. The structure underwent modifications on multiple occasions in order to achieve commercial ends of the transaction and the documents underwent multiple rounds of lengthy negotiations by the counter-party and their counsel, in order to set up unique allocation of risks between in the parties to come up with a JV kind of structure in which certain commercial risks were pre-identified and at the same offering protection in relation to legal risks as also the counter-party risk.