Master Guide to Mergers and Acquisitions in India is a comprehensive book covering the taxation and regulatory aspects of mergers and acquisition deals. This would be a useful book for tax and accounting professionals to refer to while planning and structuring deals, as all the tax and regulatory provisions are given in-depth coverage. Complex situations are explained with supporting case laws and illustrative examples.
Thus, this book has been written with the aim of covering the basic tax and regulatory implications of doing deals in India. It intends to provide the reader an easy-to-understand introduction to the various laws that need to be taken into consideration for an M&A deal to go through smoothly. The gamut of these laws includes Indian Tax Law, Company Law, Stamp Duty, Accounting, Foreign Exchange Regulations and Competition Law. Any combination of these laws can stack up into considerable and forbidding transaction costs. If improperly handled, the transaction costs can be so high as to wipe out any potential gains that might accrue from the actual transaction itself. Furthermore, it has attempted to cover the implications under the laws mentioned above all the major avenues of M&A open to companies including Mergers, Amalgamations, Acquisitions, Slump Sales, Itemized Sales, Demergers, Hive-offs, Buybacks, Capital Reductions, Share Purchases, Shareholders’ Rights Issues and Variations, Internal and Group Re-organizations and other modes of Corporate Restructuring. Similar modes of M&A have been grouped together under separate chapters of the book. Each chapter contains a description of the mechanics of the corporate transaction and the implications under each law. Each chapter is further backed up with detailed interpretations of the current laws as they relate to the transaction, relevant case-laws and court rulings and important precedents.
Alongside a commentary on the present tax and regulatory landscape, the book also provides an insight into the role and concerns of the Private Equity investor in the Indian market today, along with the key issues to be considered when contemplating a cross-border merger – inbound and outbound – with an Indian company. The book is also covering the scope and details of tax due diligences, the evolution of GAAR which is set to be introduced from 1 April 2017.
To sum up, this book aims at educating the reader in laying the basic foundation of current laws and regulations that come into play whenever a corporate transaction is contemplated. Going forward, we hope that this book helps the reader to get up to speed with Indian M&A scenario and better understand the implications of deal-making in India.
- Coverage of all types of mergers and acquisition deals as well as balance- sheet/financial restructuring issues.
- In depth analysis of various Tax implications on important issues like capital gains, tax incentives, allowance for depreciation, other expenses, etc. with practical illustrations and flowchart depictions for better understanding.
- Broad insights on the regulatory and stamp duty implications.
- Case studies on mergers and acquisition deals for better understanding of mergers and acquisition laws.
- Discussions on various aspects relating to tax due diligence i.e. coverage, mechanics, approach, etc.
- Key considerations for cross border mergers and acquisition deals.
- Overview of Private Equity investments into India.
- Coverage of CARO 2015
- Coverage of Foreign Direct investment in India.
- Significant changes under Companies Act 2013 impacting transactions.
- Impact of General Anti – Avoidance Rules (‘GAAR’) on transactions going forward.
- Updated to cover amendments made by Finance Act, 2015 and recent jurisprudence in tax laws.