Mergers & Acquisitions Conclave (Gurgaon)

With the arrival of GST in India and the economy is going to witness a rapid acceleration in growth and banks are also flush with funds. These all situations make the inorganic route of growth a favourable option for Indian companies and they shall be more open to acquisitions. The first quarter of 2017 has witnessed a host of M&A Deals and the sentiments are further improving with participation coming from big Indian companies Godrej, Bharti, Mahindra, Tata Steel, Wipro, Flipkart and a few large Pharma companies. Also in the times of overcapacity inorganic growth makes good sense over organic growth. In the outbound acquisition space, data o shows that the average deal size has decreased over a decade’s time special and the industry is less likely to witness any large ticket outbound acquisition.

One clear picture which is emerging in Indian context today is M&As is stressed assets. Indian promoters are clearly shifting their focus from control to being small shareholders in larger companies. However, there are a lot of stringent regulations which make the M&A process difficult and lengthy for companies. In addition to it, Indian promoters face a lot of funding restrictions from formal debt sector for acquisition financing.

M&A is a core strategy and requires huge level of due diligence and planning for execution. And if not done with proper due diligence, deals often create permanent and irreversible damage to involved companies and hence it should be meticulously calculated, planned and implemented. To attain to that objective CorpKonnect presents a full day Mergers and Acquisitions Masterclass which will highlight various areasof M&A Deal making process starting from Regulatory approvals, to structuring the deal, drafting the investment agreements and tax structing of the deal to avoid future disputes with various tax administration.

Benefits of the Masterclass:

  • Understand the regulatory framework of M&A in India
  • Learn on the approval process for M&A from various authorities
  • Understand the crucial aspects on an M&A Deal Negotiation
  • Learn on the effective drafting of terms sheets and Definitive Agreements
  • Learn the detailed process of M&A Deal closing and structuring an investment
  • Understand the Tax issues of M&A Deal making and tax structuring to avoid future tax disputes

Who Should Attend:

  • Promoters, CEOs, Board Members, Senior Executives
  • CFOs, Finance Directors, GM – Finance
  • Corporate Development Officers, Heads of M&A
  • Transactional Lawyers
  • Investment Bankers
  • PE and VC Funds, Banks

Technical Session 1: M&A Regulations & Approvals

  • Companies Act 2013 Requirements
  • Revised SEBI Regulations
  • FEMA Guidelines
  • Takeover Code Guidelines
  • Court Process

Technical Session 2: Drafting of M&A Investment Agreements

  • Term Sheets
  • Subscription Agreements
  • Shareholder Agreements
  • Key legal issues
  • Enforceability
  • Legal provisions of Demerger and Slump Sales

Key Areas of an effective M&A Deal Negotiation 

Technical Session 3: Key Areas of M&A Structuring with Practical Examples

M&A Objectives and Process

  • Structuring the deal
  • Due Diligence
  • Financial Structuring
  • Deal Valuation
  • Deal Funding
  • Acquisition vehicle
  • Post-closing organization
  • Form of payment
  • Risk Assessments

Technical Session 4: 
Tax Structuring of M&A Investments

  • Taxation of Capital Gains
  • Tax of Transfer of Shares
  • Taxation of Indirect Transfers
  • Tax Impact from Pricing Perspective
  • Withholding Tax Requirements
  • NOC under Sec 281 of Income Tax Act 1961
Lalit Kumar
J. Sagar Associates

Lalit Kumar is a Partner with J. Sagar Associates, one of the leading law firms in India. He has in the past 12 years acted for various companies and institutions in a wide variety of corporate commercial transactions, such as corporate restructuring, joint ventures, mergers & acquisitions (both inbound & outbound), demergers, etc. As part of these transactions, he has advised clients on diverse issues, and specializes in company law including the new Companies Act, 2013, regulations framed by the SEBI (Securities & Exchange Board of India), FEMA (Foreign Exchange Management Act) regulations and the Foreign Direct Investment Policy and other related corporate laws.

He regularly writes articles for prestigious business and legal publications, including for some of the leading financial dailies. He is a frequent speaker at conferences, seminars and sessions organized by eminent institutions and federations and professional bodies and law colleges.

Suraj Malik
Director - M&A Taxation
PwC India

Suraj Malik is a Director with the PricewaterhouseCoopers, based out of Gurgaon, India. Suraj is fellow member of the Institute of Chartered Accountants of India and has over 13 years of professional experience in Mergers & Acquisitions

Suraj has extensive experience in advising companies on business sale, JV formation and restructuring, group re-structuring, acquisition structuring, cash repatriation strategies and business re-organizations. Suraj also has extensive exposure to domestic and cross border restructuring, joint ventures transactions. He advises in the areas of accounting, company law & taxation in relation to transaction structuring, corporate restructuring and reorganizations, domestic and cross border M&A, transaction advisory, inbound and outbound structuring, joint venture assistance

Ankur Wahal
Investment Banking & Private Equity Professional

Ankur is an Investment Banking and Private Equity professional. He possesses rich and extensive experience in the field of Mergers & Acquisitions having worked with highly regarded & reputed global firms such as SBI Caps, PwC, E&Y & Deloitte. He started his career as an in-house legal counsel with HCL Technologies Ltd. & subsequently moved to management & consulting domains with Finance (M&A ) as his area of specialization.

As an M&A professional, Ankur has advised on numerous M&A transactions, corporate restructuring and valuations engagements worth over $ 2bn. Some of his successfully concluded engagements are:

  • USD 100 mn PE Investment in Super Critical Thermal Power Project
  • USD 2 bn debt raise for North India based Super Critical Thermal Power Project
  • USD 15 mn structured fund raise for India’s leading renewable energy company
  • Sale of German & Indian Animal Health Care Units to US-based Pharmaceutical major 
  • Equity valuation involving 33 mills for Government of Uttar Pradesh, India
  • Strategizing & valuing equity buy-back of $1 bn. for world’s leading liquor 
  • Inter-group merger of 5 Indian entities of US-based telecom giant

Sudish Sharma
Executive Partner
Lakshmikumaran & Sridharan

Sudish Sharma is the Executive Partner in Lakshmikumaran & Sridharan. Sudish has worked with leading Indian law firms and has an extensive experience of more than seventeen years in rendering legal advice to corporate, Government and quasi-government authorities.

He has advised and assisted various leading Indian and multinational corporations across diverse sectors on matters pertaining to joint ventures, mergers, demergers, acquisitions, private equity, legal due diligence, foreign direct investment and entry strategies, restructurings including global restructurings of various multinational companies, regulatory approvals, setting up of industrial plants in India, sale of businesses, distributorship and commercial advisory agreements in India, real estate, employment, compliances, ESOP schemes, drafting, vetting and negotiating of commercial contracts and other corporate transactional work.  

Sudish’s skill set includes a deep transactional understanding as well as significant industry expertise across sectors. He has a commendable track record of advising international and national corporations on complex joint ventures, cross border acquisitions, private equity investments, financing arrangements, international commercial arrangements. He has also advised numerous foreign investors on issues pertaining to joint ventures and acquisition deals. Apart from drafting and negotiating the terms of the required documentation, he has expertise in conducting due diligence and also pre and post investment compliances in line with Indian statutes and regulations.

Ramada Gurgaon Central
Site No 2, Sector 44, Gurgaon
0124 - 4886400
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Registration Fees: INR  8,500 + 18% GST Per Delegate

Avail 10% early bird discount on 2 or more registrations till 8th Sep 2017

Note: The fees would include Course Material, Participation Certificate and Lunch & Refreshments at the Hotel

Modes of Payment and Registration:

Online Registrations through Credit/Debit Card : Click Here

For Offline registration through Cheque/DD/ and NEFT: Please contact the below mentioned:

Biplab SenGupta
Mob No: 8130826342