Indian Public M&A: A Comprehensive Guide to the Key Concepts, Deal Structuring and Execution Considerations and Market Practice for an International Lawyer

摘要

At first glance, the legal framework governing Indian public M&A transactions may appear to be similar to that in England and Wales. The company law foundation is similar, and a number of familiar English law concepts find place in the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations 2011 (the 'Takeover Regulations'). However, on closer examination, the Indian regulatory regime is very different to that in England and Wales in relation to matters such as delistings, minority squeeze-outs and the operation of the regulatory regime in practice. Contested deals have, until recently, been rare. Listed companies are, in many cases, subject to high levels of control by founding shareholders known as 'promoters', independent directors have historically not felt able or been willing to act as a meaningful counterpoint to executive management and the institutional investor base is not as organised as it is in England and Wales or the United States.