Practice Area

Mergers & Acquisitions

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Overview

Mergers and acquisitions are among the most legally complex commercial transactions undertaken by Indian businesses. They require simultaneous management of due diligence findings, regulatory approvals, negotiation of acquisition documents, and coordination among multiple stakeholders — all under time pressure. At Corpus Lawyers, we advise acquirers, targets, and financial sponsors on M&A transactions across sectors, bringing together corporate law, regulatory advisory, and transaction structuring expertise to support deals from term sheet to closing.

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Legal Due Diligence

Conduct of comprehensive legal due diligence covering corporate records, material contracts, litigation, intellectual property, employment obligations, regulatory licences, and real property — with a structured diligence report that identifies material risks and deal-critical conditions precedent.

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Transaction Structuring

Advisory on optimal acquisition structure — asset purchase, share purchase, merger, demerger, or slump sale — taking into account tax efficiency, regulatory approval timelines, liability ring-fencing, and the specific commercial objectives of the acquirer.

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Share Purchase Agreements and SPAs

Drafting and negotiation of share purchase agreements, asset purchase agreements, and business transfer agreements; advisory on representations and warranties, indemnity frameworks, locked-box versus completion accounts mechanisms, and earn-out structures.

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CCI Merger Filings

Analysis of Competition Act, 2002 thresholds for mandatory merger notification; preparation and filing of combination notifications before the Competition Commission of India; and management of the CCI review process including responses to queries.

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Regulatory Approvals

Advisory on and coordination of regulatory approvals required in M&A transactions, including FEMA approvals for cross-border transactions, RBI filings, sectoral regulator approvals (SEBI, IRDAI, TRAI as applicable), and NCLT approvals for mergers under the Companies Act, 2013.

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Post-Merger Integration

Advisory on post-closing integration matters including consolidation of contracts, harmonisation of employee arrangements, regulatory re-registrations, and management of completion account adjustments and earn-out disputes.