Concept Note on Mergers and Acquisitions

ACQUISITIONS:   An ‘acquisition’ or ‘takeover’ is the purchase by one person, of controlling interest in the share capital, or all or substantially all of the assets and/or liabilities, of the target. A takeover may be friendly or hostile, and may be effected through agreements between the offer or and the majority shareholders, purchase of shares from the open market, or by making an offer for acquisition of the target’s shares to the entire body of shareholders.

MERGER:  A ‘merger’ is a combination of two or more entities into one; the desired effect being not just the accumulation of assets and liabilities of the distinct entities, but organization of such entity into one business. The possible objectives of mergers are manifold – economies of scale, acquisition of technologies, access to sectors / markets etc. Generally, in a merger, the merging entities would cease to be in existence and would merge into a single surviving entity.

LAWS TO BE CONSIDERED IN CASE OF M&A

Company Law: Sec 230 – Sec 240 of Companies Act, 2013 governs the concept of Compromise, Arrangements and Amalgamations.

Securities Law:  SEBI (Substantial  Acquisitions of Shares & Takeovers) Regulations 2011. & SEBI  (Issue of Capital and Disclosure Requirements) Regulations, 2009.

Competition Law 2002: The Competition Commission of India (CCI) will regulate combinations which have caused or are likely to cause an appreciable adverse effect on competition (“AAEC”) in India.

  1. Sec 3: Deals with Anti-competitive Agreements
  2. Sec 4: Abuse of Dominant Position
  3. Sec 5 & 6: Regulation of Combinations

(Note: If Combination exceeds Threshold Limits then prior approval of CCI is required.)

Income Tax Act,1961 and other Taxation Laws: The ITA defines an ‘amalgamation’ as the merger of one or more companies with another company, or the merger of two or more companies to form one company. The ITA also requires that the following conditions must be met by virtue of the merger, for such merger to qualify as an ‘amalgamation’ under the ITA:

  1. all the property of the amalgamating company(ies) becomes the property of the amalgamated company
  2. all the liabilities of the amalgamating company(ies) become the liabilities of the amalgamated company; and
  3. Shareholders holding not less than 75% of the value of the shares of the amalgamating company become shareholders of the amalgamated company.

(Note: The Losses of amalgamating company is allowed to be carried forward by such amalgamated company on fulfillment of certain conditions.)

Accounting Standards (AS 21): In case of Acquisitions, the Holding companies are also required to prepare Consolidated Financial Statements in accordance with Accounting Standard 21.

ANALYZING MERGERS AND ACQUISITIONS

One of the biggest steps in the M&A process is analyzing and valuing acquisition targets. This usually involved two steps: valuing the target on a standalone basis, and valuing the synergies of the deal. When it comes to valuing synergies, there are two types: hard and soft.  Hard synergies are direct cost savings to be realized after completing the merger and acquisition process and soft synergies are revenue increases hoped to be realized after the deal closes.

Comments (106)

Wow! In the end I got a blog from where I be capable of truly take helpful facts regarding my study and knowledge. Ofilia Lionel Gilberto

What’s up colleagues, its fantastic piece of writing on the topic
of tutoringand entirely explained, keep it up all the
time.

Fantastic web site. A lot of useful info here. I am sending it to a
few buddies ans additionally sharing in delicious.

And of course, thanks on your sweat!

Wow, incredible weblog layout! How lengthy have you been blogging for? you make blogging look easy. The whole look of your web site is wonderful, as neatly as the content material!

For latest information you have to pay a quick visit world-wide-web and on web
I found this web page as a most excellent website for most up-to-date updates.
0mniartist asmr

Howdy! This is kind of off topic but I need some advice from an established blog.
Is it very hard to set up your own blog? I’m not very
techincal but I can figure things out pretty quick.

I’m thinking about making my own but I’m not sure where to begin. Do you have any points or suggestions?
Thanks asmr 0mniartist

Hi! I could have sworn I’ve visited this web
site before but after looking at a few of the posts I realized it’s new to me.

Anyways, I’m definitely happy I came across it and I’ll be bookmarking
it and checking back regularly! asmr 0mniartist

Superb, what a blog it is! This blog gives useful facts
to us, keep it up. asmr 0mniartist

Valuable info. Lucky me I found your website accidentally,
and I’m shocked why this accident didn’t took place earlier!
I bookmarked it. asmr 0mniartist

Good day! This is kind of off topic but I need some help from an established blog.

Is it difficult to set up your own blog? I’m not very techincal but I can figure things
out pretty quick. I’m thinking about setting up my own but I’m not sure
where to begin. Do you have any tips or suggestions?

Cheers

hey there and thank you for your info ? I have definitely
picked up anything new from right here. I did however expertise some technical points using this
website, since I experienced to reload the website lots of times previous to I could get it to
load correctly. I had been wondering if your hosting is OK?

Not that I’m complaining, but slow loading instances times will
very frequently affect your placement in google and could damage your quality score if advertising and marketing
with Adwords. Anyway I?m adding this RSS to my email and can look out for much more of your respective interesting content.
Ensure that you update this again soon..

Have a look at my blog post; http://www.sixfigureclassifieds.com/user/profile/180260

Heya i am for the first time here. I found
this board and I find It truly useful & it helped me out much.
I hope to give something back and aid others like you helped me.

Feel free to visit my page love138 online

Good information. Lucky me I recently found
your website by accident (stumbleupon). I have saved it
for later!

Here is my site: download game playboy2

This website truly has all of the information and facts I wanted concerning this subject
and didn’t know who to ask.

Stop by my webpage: greatwall99 trusted company

Thanks , I have recently been searching for information about this topic for ages and yours is the greatest
I’ve found out till now. But, what in regards to the bottom
line? Are you sure about the supply?

Feel free to surf to my web blog … Game Slot Ok388

Hey there I am so glad I found your blog, I really found you by mistake, while I
was looking on Bing for something else, Anyhow I am here now
and would just like to say thank you for a marvelous post and a all round enjoyable blog (I also love the theme/design), I don’t have time to go through it all at the minute but I have book-marked it and also added in your RSS feeds, so when I have time I will
be back to read more, Please do keep up the great b.

My blog – Xe88 download

I absolutely love your blog and find a lot of your post’s to be exactly I’m looking for.
Do you offer guest writers to write content for
you? I wouldn’t mind publishing a post or elaborating on many of the subjects you write related to here.
Again, awesome web site!

Feel free to visit my blog :: wigoslot live22

It’s very effortless to find out any topic on net as compared to books, as I
found this paragraph at this website.

my webpage: ntc33 kiosk

Great post. I will be dealing with a few of these issues as well..

Also visit my web-site; 3win8 game list

There’s certainly a lot to know about this subject. I like all of the points you have made.

Also visit my site: lpe88 kiosk

I have read so many articles or reviews about the blogger lovers except this article is truly a nice paragraph, keep it up.

Feel free to visit my webpage … rollex11apk ios – 918Kiss-m.com,

Thank you a lot for sharing this with all of us you really realize what you are talking about!
Bookmarked. Kindly additionally talk over with my site
=). We could have a hyperlink exchange contract between us!

Here is my blog post :: http://www.kosherkraigs.com

Admiring the commitment you put into your website and detailed information you present.
It’s awesome to come across a blog every once in a while that isn’t the same unwanted rehashed material.

Fantastic read! I’ve bookmarked your site and I’m adding your RSS feeds to
my Google account.

Merely wanna say that this is handy, Thanks for taking your time to write this.

my web page; mintjasia.com

Well I really liked studying it. This subject offered by you is very constructive for accurate planning.

Here is my web page: http://www.cowerdesign.com

I believe this website holds some very great info for everyone :
D.

Here is my blog: askmeclassifieds.com

I have not checked in here for some time because I thought
it was getting boring, but the last few posts are good quality so I guess I
will add you back to my daily bloglist. You deserve it my friend :
)

my web-site; next360.com

Hi there to every body, it’s my first pay a quick visit of
this weblog; this website carries awesome and truly fine material designed for readers.

Sweet blog! I found it while searching on Yahoo News.
Do you have any tips on how to get listed in Yahoo
News? I’ve been trying for a while but I never
seem to get there! Appreciate it

What’s up to every body, it’s my first pay a quick visit of this webpage; this
weblog contains awesome and actually fine material in favor of visitors.

Hi to all, how is the whole thing, I think every one
is getting more from this web page, and your views are good for
new visitors.

Excellent post. Keep posting such kind of information on your page.
Im really impressed by your blog.
Hi there, You’ve done a fantastic job. I’ll certainly digg it and personally
suggest to my friends. I am sure they will be benefited from this
site.

I couldn’t refrain from commenting. Very well written!

Very rapidly this site will be famous amid all blogging visitors, due to
it’s good articles

There is visibly a bundle to identify about this.

I consider you made certain nice points in features also.

Also visit my web blog :: freeholmes.com

This design is incredible! You certainly know how to keep a reader amused.
Between your wit and your videos, I was almost moved to start my own blog (well, almost…HaHa!) Great
job. I really enjoyed what you had to say, and more than that, how you presented
it. Too cool!

Take a look at my web-site discuz.e70w.com

Why people still make use of to read news papers when in this technological world the whole thing is available on net?

My page :: http://frun-test.sakura.ne.jp

What’s up to every body, it’s my first pay a quick
visit of this website; this blog consists of amazing and actually excellent stuff for readers.

Here is my web blog: cs.yyqyt.com

all the time i used to read smaller posts which
also clear their motive, and that is also happening with this article which I am reading here.

Feel free to visit my homepage :: lovegamematch.com

An outstanding share! I have just forwarded this onto a colleague
who was conducting a little research on this. And he in fact
bought me lunch because I stumbled upon it for him…

lol. So allow me to reword this…. Thanks for the meal!!
But yeah, thanks for spending the time to talk about this matter here on your blog.

Greetings! This is my first comment here so I just wanted to give a quick shout out and say I really enjoy reading through your posts.
Can you recommend any other blogs/websites/forums that
go over the same subjects? Thanks!

hey there and thank you for your information ? I have definitely picked up anything new from right here.
I did however expertise some technical issues using this website, since I experienced
to reload the web site a lot of times previous to I could get it to
load properly. I had been wondering if your hosting
is OK? Not that I am complaining, but sluggish loading instances times will often affect your placement
in google and could damage your high quality score if ads and
marketing with Adwords. Well I am adding this RSS to my email and could
look out for a lot more of your respective fascinating content.
Ensure that you update this again very soon..

my site: kebe.top

Hello, I enjoy reading through your article post.
I like to write a little comment to support you.

The four-way linking works pretty well at once. If you see carefully that page must be very well done with 100% keyword
relevancy for that one keyword. These words end up being used less as future.

Surf the right path through Myspace and facebook.
Guess what happens a few find a channel you like, put in hours generally there
are. They will return for another enjoyable practice.

Hello there, I discovered your website by means of Google while looking for a comparable topic, your website came up, it seems great.
I have bookmarked it in my google bookmarks.

Hello there, just turned into aware of your weblog thru Google, and located that it is really
informative. I am gonna watch out for brussels. I will appreciate if you happen to continue this in future.

A lot of people might be benefited from your writing.
Cheers!

Good information. Lucky me I recently found your website by chance
(stumbleupon). I have book-marked it for later!

Superb blog! Do you have any tips for aspiring writers? I’m hoping to start my own blog soon but I’m a little lost on everything.

Would you advise starting with a free platform like WordPress or go for a paid option? There
are so many options out there that I’m totally overwhelmed ..
Any tips? Kudos!

I love it when people come together and share thoughts.
Great website, keep it up!

It’s actually very complex in this active life to listen news on Television, so I just use world
wide web for that reason, and get the newest news.

Hi there to all, the contents present at this
website are genuinely awesome for people experience, well, keep up the
nice work fellows.

I always used to study piece of writing in news papers but
now as I am a user of internet therefore from now I am
using net for articles, thanks to web.

Here is my blog; cs.yyqyt.com

Your method of describing the whole thing in this piece of writing is in fact pleasant,
every one be able to without difficulty know it, Thanks a lot.

Here is my site http://atomy123.cn/forum.php?mod=viewthread&tid=99264

Right here is the right blog for anybody who would like to find out about this topic.
You realize a whole lot its almost tough to argue with you (not
that I actually will need to?HaHa). You definitely put
a fresh spin on a topic that’s been discussed for years.

Great stuff, just wonderful!

my website: Zoe

I really like your writing style, good information, thanks
for posting :D.

Feel free to surf to my web blog: http://atomy123.cn/

Somebody necessarily lend a hand to make seriously posts I might state.
That is the very first time I frequented your web page and thus far?
I surprised with the research you made to make this actual put up incredible.
Fantastic activity!

Also visit my website; http://haojiafu.net

I’ve been exploring for a bit for any high quality articles or weblog
posts on this kind of space . Exploring in Yahoo I finally stumbled upon this site.
Studying this information So i am happy to express that I’ve an incredibly just right uncanny feeling
I found out just what I needed. I most without a doubt will make sure to do
not omit this web site and provides it a look regularly.

Also visit my page – discuz.e70w.com

Thanks for every other great article. The place else could anyone get that type of info in such an ideal approach of writing?
I have a presentation next week, and I’m on the search for such info.

Here is my homepage; kebe.top

Link exchange is nothing else but it is simply placing the other person’s web site link on your page at appropriate place and
other person will also do same in support of you.

my homepage :: kebe.top

Hello would you mind sharing which blog platform you’re using?
I’m going to start my own blog soon but I’m having a hard time making a decision between BlogEngine/Wordpress/B2evolution and Drupal.
The reason I ask is because your layout seems different
then most blogs and I’m looking for something unique.
P.S Apologies for getting off-topic but I had to ask!

Here is my webpage: http://19wujian.com/thread-171208-1-1.html

This page really has all the information I wanted about this subject and didn’t know who to ask.

my web page :: http://www.degess.com

scoliosis
I’ve been browsing on-line more than 3 hours nowadays,
yet I by no means discovered any fascinating article like yours.

It is lovely worth sufficient for me. In my view,
if all webmasters and bloggers made good content material as you did, the web will probably
be a lot more useful than ever before. scoliosis

scoliosis
Hi there, just became alert to your blog through Google, and found that it is really informative.
I am gonna watch out for brussels. I will be grateful if you continue this in future.
Lots of people will be benefited from your writing. Cheers!
scoliosis

dating sites
Nice blog here! Also your web site loads up fast!
What web host are you using? Can I get your affiliate link to your host?
I wish my web site loaded up as fast as yours lol https://785days.tumblr.com/ free dating sites

dating sites
Please let me know if you’re looking for a author
for your site. You have some really good articles and I feel I
would be a good asset. If you ever want to take some of the load off, I’d absolutely love to write some material for your blog in exchange for a
link back to mine. Please send me an email if interested.
Cheers! dating sites

I don’t usually comment but I gotta admit appreciate it for the
post on this amazing one :D.

my web site – mycte.net

Thanks a ton for being my personal tutor on this matter.

I actually enjoyed the article greatly and most
of all preferred how you really handled the aspect I considered to be controversial.
You’re always extremely kind to readers like me and
help me in my living. Thank you.

my web blog :: grazebo.com

Hello, of course this post is genuinely nice and I have learned lot of things from it
on the topic of blogging. thanks.

It’s truly a nice and helpful piece of information. I am happy that you shared this helpful information with us.
Please stay us informed like this. Thanks for sharing.

my webpage :: http://anapa-alrosa.com.ru/modules.php?name=Your_Account&op=userinfo&username=DivineTammy

Very efficiently written information. It will
be supportive to anyone who usess it, as well as myself.

Keep up the good work – can’r wait to read more posts.

Also visit my webpage: clubriders.men

Hello! I just wanted to ask if you ever have any problems with hackers?

My last blog (wordpress) was hacked and I ended up losing many months of hard work
due to no backup. Do you have any solutions to protect against hackers?

Here is my page; https://kebe.top/

Hello there, I found your website by the use of Google while searching
for a comparable subject, your site got here up,
it looks great. I’ve bookmarked it in my google
bookmarks.

Feel free to surf to my blog post: cowon.mix-connexion.com

Thanks for your personal marvelous posting! I definitely enjoyed
reading it, you happen to be a great author. I will remember to bookmark your
blog and will eventually come back later in life.
I want to encourage one to continue your great work, have
a nice holiday weekend!

Write more, thats all I have to say. Literally,
it seems as though you relied on the video to make your point.
You clearly know what youre talking about, why waste your
intelligence on just posting videos to your site when you could be giving us something
enlightening to read?

Here is my webpage kebe.top

I love your blog.. very nice colors & theme. Did you make this website
yourself or did you hire someone to do it for you?
Plz respond as I’m looking to create my own blog and would like to know where u
got this from. cheers

I’ve been exploring for a bit for any high-quality articles or weblog posts
on this sort of area . Exploring in Yahoo I ultimately
stumbled upon this web site. Reading this info So i’m happy to show that
I’ve a very good uncanny feeling I found out just
what I needed. I most indisputably will make certain to don?t omit this site and provides it a look on a continuing basis.

Hi, i think that i saw you visited my web site thus i came to ?return the favor?.I am attempting to find things to improve my
site!I suppose its ok to use a few of your ideas!!

Look at my web blog: http://clubriders.men/viewtopic.php?id=187315

Aw, this was an incredibly good post. Taking a few minutes and actual effort to create a top notch
article… but what can I say… I hesitate a whole lot and never manage to get anything
done.

Whoah this weblog is wonderful i really like studying your posts.
Keep up the great work! You know, a lot of persons are hunting round for this info, you could help them greatly.

Review my site kebe.top

Way cool! Some extremely valid points! I appreciate you penning
this article and the rest of the site is also
really good.

Look into my blog post: http://frun-test.sakura.ne.jp/userinfo.php?uid=73605

Hi there! I’m at work browsing your blog from my new iphone 4!

Just wanted to say I love reading your blog and look forward to all your posts!

Keep up the superb work!

Here is my blog post … http://exterminatorsouthflorida.com

Absolutely indited articles, appreciate it for entropy.

Have a look at my page: forum.adm-tolka.ru

Hi there to all, since I am actually keen of reading this blog’s post to be updated regularly.
It carries pleasant information.

You’re so awesome! I do not think I’ve read through a single thing like
this before. So nice to discover somebody with some unique thoughts on this topic.

Really.. many thanks for starting this up. This site is something that is required
on the internet, someone with some originality!

Excellent post. I am experiencing a few of
these issues as well..

You wanted to see me, Sir?
I was two steps into his office, my suit jacket sliding down my arms as I walked to my location between the chairs in front of his desk.
“Something has come to my attention that might be interesting.”
It wasn’t normal for him to blurt out what was on his mind when I was summoned to his office. We had established something of a protocol of how this was to work.
It was akin to a tribal ritual of exchanging pleasant conversation prior to entering into serious exchange, a ritual intended to maintain civility and peace and calm prior to any interaction.
I had thought ours was the same, though it had never been expressed or defined. I undressed and he sat back in his chair to enjoy it prior to entering into any business.
https://telegra.ph/You-wanted-to-see-me-Sir-06-02

What’s up everyone, it’s my first pay a visit at this website,and paragraph is in fact fruitful designed for me, keep up posting these types of content.

It’s great that you are getting ideas from this piece of writing as well as from our discussion made at this place.

No matter if some one searches for his vital thing, thus he/she wishes to be available that in detail, therefore that thing is maintained over here

This site certainly has all the information I needed about this
subject and didn’t know who to ask.

Also visit my web-site: frun-test.sakura.ne.jp

I would like to thnkx for the efforts you have put in writing this
blog. I’m hoping the same high-grade web site post from you in the upcoming
as well. Actually your creative writing skills has encouraged me to get my own website now.
Really the blogging is spreading its wings fast. Your write up is a good example of it.

Feel free to visit my page – http://www.lubertsi.net/

I love your writing style genuinely enjoying this
internet site.

Feel free to visit my homepage :: http://www.makeup.sblinks.net

Way cool! Some extremely valid points! I appreciate you writing this post and the
rest of the site is very good.

Also visit my page :: http://www.1stanapa.ru/modules.php?name=Your_Account&op=userinfo&username=PolglazeDanuta

I am actually delighted to glance at this webpage posts which contains tons of
helpful data, thanks for providing such data.

I cannot thank you enough for the post.Thanks Again. Awesome.

Thanks for finally writing about > Concept Note on Mergers and Acquisitions – Apply Legal < Loved it!

My blog post: Pete

You have remarked very interesting points!
ps decent site.

my homepage: In.T.R.Icat.E.Ga.Bn@lulle.sakura.ne.jp

Awesome site you have here but I was curious about if you knew of any message boards that cover the same topics talked about here?
I’d really love to be a part of group where I can get suggestions from
other knowledgeable people that share the same interest. If you have any suggestions,
please let me know. Cheers!

my blog – http://www.volatilereaction.com

WOW just what I was searching for. Came here by searching for great skin

My web page: http://www.craksracing.com

I am glad to be one of the visitants on this outstanding web site (:, thank you for posting.

Review my web page: https://togopolitico.com

Hi I am so glad I found your weblog, I really found
you by mistake, while I was researching on Google for something else, Anyways I am here now and
would just like to say thanks for a marvelous post and a
all round exciting blog (I also love the theme/design), I don’t have time to go through it all
at the moment but I have saved it and also included your RSS
feeds, so when I have time I will be back to
read much more, Please do keep up the fantastic work.

Also visit my blog post; Gentille Derma Cream

Hiya very nice blog!! Man .. Excellent .. Superb .. I’ll bookmark your website and take the feeds also?
I’m satisfied to search out a lot of helpful information here in the publish,
we’d like work out extra strategies in this regard, thanks for sharing.
. . . . .

Here is my webpage :: Gaia’s Choice CBD

Leave a comment