MERGERS AND ACQUISITIONS

In an increasingly globalized world, Mergers & Acquisitions ("M&A") is assuming more and more significance, with many companies viewing consolidation as an efficient and effective growth strategy. The firm has developed a significant expertise in M&A by successfully leveraging its cross-border specialization and experience to develop a vibrant M&A practice. The M&A division of NDA endeavors to combine its rich international experience and expertise in the domestic laws/regulations with its research capabilities to devise innovative structures for M&A. The firm advises on structuring and negotiating M&A in India and abroad. The firm has represented several major Wall Street investment banks and large global corporations on setting up operations in India and on cross border acquisitions.

Our M&A practice area mainly focuses on following broad areas:

• Structuring the Acquisition: The firm advises on various structuring issues involved in M&A deals, including determining the type of SPV, jurisdiction of SPV, type of instruments etc.
• International and Domestic Tax Planning: The firm advises on carrying out transactions in the most tax efficient manner with an optimum mix of proper jurisdictions and instruments. The firm has advised on reverse triangular mergers, forward triangular mergers, s. 368 re-organizations etc. to make M&As tax neutral in the US.
• Advice on Securities and Corporate Law issues: The firm advises on legal and compliance issues related to:
  • Corporate law requirements
  • Takeover Code and other securities laws issues
  • Listing and Regulatory requirements
  • Government approvals
  • Statutory filings
• Undertaking Legal Due Diligence: The multi-disciplinary approach of the firm enables the firm to carry out legal due diligence with an industry-specific focus in several sectors like telecom, satellite, information technology etc., to name a few.
• Documentation: The firm undertakes drafting and review of term-sheet, definitive agreement, non-compete agreement, non-disclosure agreement, escrow agreement, stock swap agreement, employment agreement etc.

Our Research Papers:

• Cross border mergers & Acquisitions

Other allied material:

• Win some lose some (Economic Times, September 21, 2002)
• An eye for Acquisition (Economic Times, August 11, 2001)
• What lies beneath (Economic Times, December 02, 2000)

Contact details: For further information and / or suggestions, please contact Kartik Ganapathy
Email: kartik@nishithdesai.com