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Cross Border M&A Lawyer in Delhi

Expert legal assistance for international mergers, acquisitions, and joint ventures

80+
Cross Border Deals
₹10,000Cr+
Transaction Value
30+
Jurisdictions
15+
Years Experience

🤝 CROSS BORDER M&A FRAMEWORK 2026 | Liberalized FDI rules now permit up to 100% automatic route in insurance (May 2026), defence (74% automatic, higher with approval), and single-brand retail (100% automatic). CCI approval required for deals exceeding ₹2,000 crore threshold.

Cross Border M&A Legal Services

Complete legal support for international M&A transactions

Cross-border M&A involves complex legal, regulatory, and tax considerations across multiple jurisdictions. Our lawyers provide end-to-end advisory on inbound investment into India and outbound acquisitions by Indian companies, including deal structuring, due diligence, regulatory approvals, and post-merger integration.

Common Transaction Structures

🔄

Share Acquisition

Acquisition of shares from existing shareholders. Subject to FDI limits and pricing guidelines under FEMA.

🏢

Asset Acquisition

Acquisition of specific assets, liabilities, and business undertakings. May require creditor consents.

🤝

Joint Venture

Strategic partnership between foreign and Indian entities. Requires SHA and JV agreement.

📊

Merger/Amalgamation

Cross-border merger under Companies Act, 2013. Requires NCLT approval.

💼

Compulsory Convertible

CCD/CCPS structures for phased acquisition/control.

SPAC/De-SPAC

Special Purpose Acquisition Company structures.

Cross Border M&A Process

1

Term Sheet

Key terms negotiation

2

Due Diligence

Legal, financial, tax

3

Definitive Agreements

SPA, SHA, disclosure schedules

4

Regulatory Approvals

RBI, CCI, NCLT, sectoral

5

Closing

Payment, share transfer

6

Post-Closing

Integration, filings

Regulatory Approvals for Cross Border M&A

CCI NCLT90-180 days SEBI25% acquisition); Takeover Code complianceWithin 90 days of trigger Sectoral RegulatorsDIPP/concerned ministry approval (defence, media, telecom)30-90 days
RegulatorApproval RequiredThreshold/Timeline
RBI

Key Transaction Documents

Share Purchase Agreement (SPA)
Shareholders Agreement (SHA)
Disclosure Schedule
JV Agreement
Side Letters (ESOP, ROFR, etc.)
Legal Opinion

Tax Considerations

💰 Capital Gains Tax (Indian tax on share sale)
🌍 Double Taxation Avoidance Agreement (DTAA) benefits
🔒 Withholding Tax on payments to non-residents
📊 Indirect Transfer provisions (Vodafone/Shell rules)
🏢 GST on asset/going concern transfers
⚖️ Transfer Pricing compliance

Frequently Asked Questions

What is the difference between inbound and outbound M&A?

Inbound: Foreign entity acquiring Indian company. Outbound: Indian entity acquiring foreign company.

Do I need RBI approval for foreign acquisition?

Automatic route available for most sectors; government route approval needed for restricted sectors.

What is CCI approval threshold for M&A?

₹2,000 crore assets (target) or ₹6,000 crore turnover (target) requiring combination filing.

What are the timelines for regulatory approvals?

RBI: 30-90 days, CCI: 150-210 days, NCLT: 90-180 days.

What is the difference between asset and share acquisition?

Asset acquisition buys specific assets; share acquisition buys entire company (including liabilities).

What are cross border M&A legal fees?

Based on transaction value and complexity. Free consultation available.

Planning a Cross Border M&A Transaction?

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