Tag: Mergers and Acquisitions
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Special Purpose Acquisition Companies: On the Rise
[Posted by Umakanth Varottil] Special Purpose Acquisition Companies (SPACs) that are also known as “blank check companies” are gradually acquiring prominence in the Indian markets. It is worth briefly examining these entities and their advantages as well as the risks surrounding them. SPACs are essentially shell entities with no business operations, and which raise funds…
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India Business: A Few Updates
[Posted by Umakanth Varottil] 1. Indian Acquisitions in the United StatesOne of our regular readers, Mohit Gogia, who is a lawyer currently based in New York, brings to our attention a report titled “US-Bound Acquisitions by Indian Companies” that has been prepared by Virtus Global Partners. This report contains a snapshot of Indian acquisitions of…
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Hostile Takeovers & Embedded Defences
[Posted by Umakanth Varottil] The Financial Times reported last week in the context of EADS (the maker of the Airbus aircraft) that “France and Germany are finalising changes to EADS’ corporate by-laws to prevent foreign investors building significant stakes in – or even taking over – Europe’s flagship aerospace and defence company.” The plan is…
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Competition Act and Merger Regulation
[Posted by Umakanth Varottil] Today’s Economic Times carries a column by Jaishree Vyavaharkar & David Jacobs of Baker & McKenzie analyzing the provisions of the Act and the recent draft regulations on business combinations, with specific reference to implications on foreign investors. Here are some excerpts: “A fundamental concern for foreign investors was the lack…
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Hostile Takeovers in India: Opportunities and Challenges (Part 2)
[Posted by Umakanth Varottil] After dealing with the history of hostile takeovers in India and possible regulatory obstacles, Shaun’s article moves on to deal with what I find is an interesting analysis of the availability of some of the key takeover defences in the Indian context. I highlight some of his observations (and also intersperse…
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Hostile Takeovers in India: Opportunities and Challenges (Part 1)
[Posted by Umakanth Varottil] Hostile takeovers of companies (otherwise referred to as the market for corporate control) is a rather well-known phenomenon in the corporate sphere. The 1980s (a.k.a. the deal decade) were famous in the US for large hostile transactions that set fire to lawyer ingenuity resulting in the development of various takeover defences.…
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Some Lessons for M&A Deal Documentation
[Posted by Umakanth Varottil] Recent months have witnessed a spate of M&A deals in the US that have turned sour even before they were consummated, and they have quite naturally ended up in court. In pure legal terms, these involve a scenario where disputes arise between the parties between signing of the definitive agreements and…
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Competition Commission: Draft Merger Regulations Now Available
[Posted by Umakanth Varottil] An earlier post on this blog noted the concerns of the industry relating to the merger regulations proposed by the Competition Commission and also certain comments made by the acting chairman of the Competition Commission of India to allay any fears of the industry. The proposed draft of the Competition Commission…
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Competition Commission and Merger Regulation
[Posted by Umakanth Varottil] The Competition Commission is working on the draft of the Competition Commission (Combinations) Regulations, which are expected to be announced shortly. Due to concerns from the industry regarding these regulations operating as a serious hurdle to M&A activity in the country, there are indications that the Competition Commission will introduce provisions…
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Indian Acquisitions in the US: A Quick Checklist of Issues
[Posted by Umakanth Varottil] The Harvard Law School Corporate Governance Blog carries a recent post that contains a handy checklist of critical current issues that should be considered in advance of any acquisition of US businesses by non-US entities. The checklist has been prepared and posted by Wachtell, Lipton, Rosen & Katz, the top US…