Strategic M&A

Buying and selling stake in a company not only requires paperwork and due diligence,
but also clarity of thought and emotional resolve. We will guide you through it all.

Share Acquisitions

In share acquisitions, a buyer acquires a target company's stock.

Strategic share acquisitions can be classified into two broad categories: (i) the acquirer purchases a majority stake and
the sellers continue to hold a minority stake; and (ii) the acquirer purchases the entire stake from the existing

The rationale behind leaving the sellers with a minority stake is three-fold: (i) to ensure that they have some skin in the
game; (ii) to ensure their full cooperation in the transition period; and (iii) to enable structuring of the remaining pay-out,
which could be linked to an earn-out model.

Our Founder is highly experienced in hand-holding client teams for both acquirers and sellers. Industry experience
suggests that buy-side mandates involve more work as they involve understanding the target company threadbare. Our
Founder’s experience, however, has been that the sell-side mandate is more complicated, as it also involves coaching the
client in navigating their own emotions which may get triggered at the time of sale of their company. We would love to
give you the benefit of our experience.


How can the buyer and seller ensure that they are getting what the company’s true value is at the time of
actual transfer and not the outdated value which they agreed upon a few months back?

What does the acquirer watch out for when the target company is listed?

Still have questions?

Business Acquisitions

Strategic business acquisitions involve acquiring only the undertaking (i.e. land, plant, machinery, employees, IP,
goodwill, assets and liabilities etc) and not the shares of the seller. These are of broadly two types: (i) acquisition of the
business through a business transfer agreement (BTA); and (ii) acquisition of the business through a scheme of
arrangement sanctioned by the National Company Law Tribunal (NCLT).

Our team adopts a commercial understanding of the underlying business. Our Founder has experience in leading
business divestment transactions in the retail and IT sectors.


What are the advantages of a BTA versus adopting the NCLT route?

Joint Ventures

Pooling resources with another entity for achieving specific goals is no easy task!

Joint ventures (JVs) are usually either 50:50 or 51:49, though other ratios like 60:40, 70:30 or 74:26 are not uncommon. JVs
may also be tripartite. A key element of JVs is the value brought by each JV partner to the table, be it local sourcing /
distribution strengths, manufacturing competencies, brand and goodwill or technical know-how.

Since each JV partner is required to share its organisational strengths and weaknesses with the other, the trust and
confidentiality in the JV relationship assumes paramount importance and the agreement must reflect that.

Our Founder is highly experienced in hand-holding client teams through complicated negotiations on joint venture
in the dairy, energy and telecom sectors.


What advantage or disadvantage does a 50:50 holding structure have over the other holding ratios?