Merger & Acquisition Advisory

Mergers and acquisitions are among the most complex and consequential decisions a business can take — combining strategy, valuation, due diligence, structuring, regulatory approvals, and post-merger integration into a single, often time-bound process.

With Indian groups consolidating, family businesses restructuring, PE-backed roll-ups gaining pace, and cross-border deals becoming common, M&A success increasingly depends on disciplined process, clean documentation, and sharp negotiation rather than just deal instinct.

We provide end-to-end M&A advisory for buy-side, sell-side, mergers, demergers, slump sales, and restructuring transactions — covering strategy, valuation, due diligence, deal structuring, regulatory approvals, definitive agreements, and post-merger integration support.

Our M&A Advisory Services

Buy-Side Advisory

Target identification, valuation, deal structuring, due diligence oversight, and SPA negotiations.

Sell-Side Advisory

Sell-side preparation, vendor due diligence, marketing materials, buyer outreach, and closing.

Merger & Demerger Schemes

Schemes under Sections 230-232 with NCLT, valuation reports, and stakeholder approvals.

Slump Sale & Business Transfer

Slump sale, asset sale, and BTA structuring with tax and stamp duty optimisation.

Group Restructuring

Holding-subsidiary restructuring, consolidation, and capital reduction for tax and governance efficiency.

Cross-Border Transactions

Inbound and outbound deals with FEMA, ODI, FDI, and tax-treaty considerations.

Valuation & Fairness Opinion

Independent valuation reports under Companies Act, IBBI, SEBI, and Income Tax Act with fairness opinion.

Post-Merger Integration

100-day integration plan, financial consolidation, governance, and synergy tracking.

Our M&A Process

Strategy & Mandate

Defining objectives, target profile, deal structure, and engagement scope.

Target / Buyer Search

Identification, evaluation, and approach of suitable counterparties.

Valuation & Term Sheet

Indicative valuation, structuring, and signing of non-binding term sheet.

DD & Definitive Agreements

Due diligence, regulatory mapping, SPA / SHA / scheme drafting, and negotiation.

Closing & Integration

Approvals, closing conditions, fund flow, and post-merger integration support.

Why M&A Advisory Matters

✓ Aligns deal with strategic objectives

✓ Identifies and quantifies key value drivers

✓ Optimises tax, stamp duty, and structure

✓ Strengthens negotiation and protections

✓ Reduces deal execution and closing risks

✓ Ensures regulatory and statutory compliance

✓ Supports smooth integration post-deal

✓ Protects long-term shareholder value

FAQs on Mergers & Acquisitions

What is the difference between a merger, demerger, and slump sale?

A merger combines two or more entities into one, usually through a court / NCLT-approved scheme. A demerger separates one or more undertakings into a new entity. A slump sale is the transfer of an undertaking as a going concern for a lump sum consideration without assigning values to individual assets and liabilities, with specific tax treatment.

How are companies typically valued in M&A?

Common valuation methods include Discounted Cash Flow (DCF), comparable companies and precedent transactions, net asset value, and rule-based methods under Income Tax and FEMA. Most deals use a combination — a 'football field' showing valuation ranges from multiple methods to support negotiation.

What approvals are required for an M&A transaction?

Approvals depend on structure and parties involved and may include Board, shareholder, NCLT (for schemes), Competition Commission of India, RBI / FEMA (for cross-border), SEBI (for listed entities), sectoral regulators, and lenders. Listing each approval in advance is critical for timeline planning.

How is the SPA different from the SHA?

The Share Purchase Agreement governs the transfer of shares — purchase price, conditions, representations, warranties, indemnities, and closing mechanics. The Shareholders Agreement governs the ongoing relationship among shareholders post-closing — board composition, reserved matters, exit rights, drag and tag, and transfer restrictions.

What is post-merger integration and why does it matter?

Post-merger integration covers the practical work of bringing two organisations together — finance and reporting, HR, IT, customers, vendors, and culture. Many deals fail to deliver expected value not because of the price paid, but because integration is poorly planned and executed.

How is confidentiality managed during M&A?

Confidentiality is managed through NDAs, code names for the project, controlled circulation of information, secure data rooms, and a small core team on each side. Public disclosures, particularly for listed entities, are governed by SEBI and stock exchange requirements and are carefully timed.

Can M&A be used for family business restructuring?

Yes. Family businesses frequently use mergers, demergers, slump sales, and trust-led structures to professionalise governance, separate businesses among family branches, plan succession, and prepare for external investment or listing while maintaining family control.

Execute M&A With Confidence and Clarity

Partner with our M&A advisors to plan, structure, negotiate, and integrate every deal — buy-side, sell-side, or restructuring.

Talk to an M&A Advisor