The paper gives sharp spectral gap conditions for existence of inertial manifolds for abstract semilinear parabolic equations with non-self-adjoint leading part. Main attention is paid to the case where this leading part have Jordan cells which appear after applying the so-called Kwak transform to various important equations such as 2D Navier-Stokes equations, reaction-diffusion-advection systems, etc. The different forms of Kwak transforms and relations between them are also discussed.