This blog post is written by Mr. Badarinath CH, 4th year law student at Karnataka State Law University. 

Introduction:

“When the wind of change blows, some build walls while the others build windmills” is the statement which is suitable for India as it has become a hub for rampant economic growth while the developed are still trying to cope up with the Pandemic. There has been a lot of growth in the economic activities and one of the most prominent and trending is Mergers and Acquisitions as the Country saw nearly 70% increase in the M&A activities this year and reached an all-time high of $171 billion.

Mergers and acquisitions (“M&A”) are one of the most effective ways to accelerate the execution of high-growth business plans. Companies in all industries such as telecommunications, pharmaceuticals, automotive, food and beverage are growing at lightning speed, especially due to M&A strategies. M&A refers to transactions between two companies that combine in different ways. Although the terms “merger” and “acquisition” are used interchangeably, they have different legal meanings.

Mergers & It’s Types:

Mergers are like marriages in corporate law where there is an integration of two or more enterprises joining forces to create a new organization by entering into a legal agreement. Merger has become a tool to expand one’s operation. The various objectives of a merger are to increase the long-term profitability of the merging entity, increase market share, reduce operating costs, expand to new locations, and connect everyday items.

Mergers are of the following types:

• Horizontal Mergers

Horizontal mergers occur when two merging companies manufacture similar products in the same industry. A horizontal merger occurs when two companies competing in the same market merge or merge. This type of merger can have a very large impact on the market or no impact at all.

• Vertical Mergers

A vertical merger occurs when two companies, each involved in a different stage of production of the same commodity, join forces. Vertical mergers can be anti-competitive because they make it difficult for competitors to access key product components or distribution channels. Such mergers have a significant impact on other manufacturers and distributors in the same sector.

• Congeneric Mergers

Congeneric Merger occurs when two merged companies operate in the same general industry but do not have a mutual buyer or supplier relationship. This is a merger of two companies with no related products or markets. In other words, there is no common business relationship. The reason for such mergers is usually to spread risk.

• Conglomerate Merger

It is a merger between two companies in independent industries. The main reasons for Conglomerate mergers are to increase the value of outstanding shares by leveraging financial resources, increasing debt capacity, increasing leverage and his earnings per share, and lowering average cost of capital. Mergers with independent companies also help companies enter different businesses without incurring the high start-up costs normally associated with a new company.

The Concept of Acquisition

An acquisition usually refers to a large trading company buying a smaller company. Acquisition, in its broader sense, refers to the acquisition of corporate property by one company by purchasing another company directly. It is the acquisition by a company of control of the share capital of another existing company. Acquisitions come in two basic forms-

1. Stock Purchase: here, the acquirer pays the shareholders of the target company cash and/or shares in exchange for shares in the target company. Here, the target company’s shareholders receive the reward, not the target company.
2. Asset Purchase: In an asset purchase, the acquirer purchases the target’s asset and pays the target directly.

Merits of Mergers & Acquisition

• Access to Talent

Industries such as engineering, construction, software development and programming face labour shortages. Therefore, it is difficult for companies to find new skilled and talented employees to fill vacancies. This is a huge advantage for mergers and acquisitions as it introduces new talent to the company that may not otherwise be accessible.

• Improved Economy of Scale

New large companies or companies that acquire another company generally have a greater need for materials and consumables. Also, if a company has high requirements, it means that the company has high purchasing power. High purchasing power enables companies to negotiate large orders, and when companies can negotiate large orders, it leads to cost efficiency. can be enlarged.

• More Financial Resources

When two companies merge or when one company acquires another company, the two companies combine their financial resources, especially since the marketing budget is larger, so the company needs more financial resources. Thus, making it easier to reach its customers.

• Reduce Competition

Mergers and Acquisitions reduce competition. This has a negative impact on customers. However, from a business perspective, reducing competition can be a huge benefit. Less competition means less pressure to lower prices and compete. This allows the enterprises to charge higher prices and benefit from higher profit margins.

• Tax Benefits

Mergers and acquisitions have several tax Benefits. First of all, companies with cash on hand may try to consolidate rather than pay dividends. Dividends are taxable but increases in shareholder value is not. Even if shareholders sell their shares at a higher price, they will still have to pay capital gains, which are usually at a lower rate than income tax.

Demerits of Mergers & Acquisition

• Employee Distress

Mergers and acquisitions are tough on employees. This is because the new company will try to take advantage of synergies, which tends to lead to massive layoffs. This can cause stress as employees fear that their work will be jeopardized. At the same time, there are many unknowns that can cause stress.

• Financial Burden

One of the main drawbacks of mergers and acquisitions is that they often generate large amounts of debt. Acquiring companies usually have to borrow heavily to invest.

Alternatively, a company that acquires or merges may have a large amount of debt. Second, the merged company may incur significant debt as a result of the transaction.

• Clash of Cultures

When two companies merge and acquire, so do their corporate cultures. For example, a company may be very strict and disciplined and require workers to work overtime. However, other companies are very flexible and allow employees to work the hours they choose.

Additionally, there may be different employee benefits that vary from company to company.

• Time & Cost Consuming

Mergers and acquisitions involve a significant amount of legal and accounting work that can cost companies millions of dollars. Any failure to complete the merger or acquisition could result in significant losses. At the same time, even if it does pass, it’s a huge premium to the real price.

Recent M&A Deals in India:

1. Acquisition of NDTV by Adani Group: Adani Group’s media arm, led by Gautam Adani, has acquired a 29.18% stake in New Delhi Television Ltd (NDTV). The Ports-to- Energy conglomerate acquired a stake in NDTV by buying the company backed by TV channel founders Radhika Roy and Prannoy Roy. NDTV made a public offer to acquire an additional 26% stake from public shareholders. The conglomerate acquired the media house indirectly and through Vishvapradhan Commercial Pvt Ltd (VCPL), a wholly owned subsidiary of AMG Media Network Ltd (AMNL), owned by Adani Enterprises Ltd (AEL). NDTV promoters, who tried to resist the offer, eventually resigned from the board, ergo paving for the most talked corporate takeover of the media company.

2. Merger creating a Financial Behemoth: The Merger between HDFC Ltd and HDFC Bank which is billed as the largest merger in the Indian Corporate History at over $40 Billion. Mortgage lender Housing Development Finance Corporation merged with its subsidiary HDFC Bank to create a financial giant. The Board of Directors of HDFC Bank has approved the merger of HDFC Investments and HDFC Holdings with HDFC and the merger of HDFC into his HDFC Bank.
3. Air India’s return to its Home: The National airline, formerly acquired by the Tata Group upon nationalization, officially became Tata’s in January this year after acquiring the debt-ridden airline last October after winning a bid of Rs 18,000, up Rs 2.9 billion handed over to the group from bids of other conglomerates. Since then, Tata Sons Air India merged with his Vistara and Air Asia and has become a significant player in the Indian aviation industry.

Statutes Regulating M&A

There are certain Promulgations that regulate the Mergers and Acquisition deals such as Section 230-240 of the Companies, Act 2013. Further the Competition Act, 2002 where it regulates the Mergers & Acquisitions by mandating the entities to not cross the threshold limit which is decided by the turnover and the asset of the entities. The duties regarding payment of stamp duties are regulated under The Indian Stamp Act, 1899 and regarding Cross-border merger which involves the Merger or Acquisition between Indian and foreign Companies, the Foreign Exchange Management Act, 1999 despite these statutes the Central Bank of India i.e., RBI, SEBI and CCI are other bodies that are watchdog of these transactions.

Conclusion:

The M&A has become an emerging sector in the modern Corporate Market, which is expected to become the catalyst for India’s market growth. Even though these deals have its own hindrance as abovementioned, a good M&A can boost the economy of an industry as well as the market in ways it never can. It is evident that the M & A market is booming but still there are instances where there has been involvement of hostile takeover which is trending in the recent times due to many takeovers both in India and Oversees, thus there is need of protecting the target companies from such hostile takeovers.

This blog is written by Aishwarya Deshpande, LLM Student at Jindal Global Law School. She was a participant of our Mergers & Acquisitions Course.

TOP MERGER DEALS OF 2022

• L&T AND MINDTREE –

NCLT gave its permission for the merger of IT services companies L&T Infotech and Mindtree. The National Company Law Tribunal’s (NCLT) Mumbai and Bengaluru Benches both accepted the scheme of amalgamation and arrangement between the two entities in two different rulings. In May 2022, the two businesses announced their intention to unite. LTIMindtree will be the name of the combined company. According to the market value of the combined firm, India will now have the fifth-largest IT service provider. The corporation has started conducting business as a single unit from November 14, 2022.

73 shares of LTI would be issued to each Mindtree shareholder out of every 100 Mindtree shares as part of the transaction. L&T, the amalgamated entity’s parent business, will own 68.73% of it. November 24, 2022 has been set as the Record Date for identifying Mindtree stockholders who are entitled to receive equity shares of LTI under the programme. The merged company employs 90,000 people and has a clientele of over 700.

• BHARTI INFRATEL MERGES WITH INDUS TOWERS-

On November 19, 2022, one of the largest mergers in India’s telecom sector was formally concluded. The largest telecom infrastructure company in our nation was created with the merger of Bharti Infratel Ltd. and Indus Towers. Bharti Airtel will own a total of 36.73% of the shares in Indus Towers Limited (together with Nettle). In accordance with the agreement, Vodafone Idea chose to sell all of its shares in Indus Towers. As a result, it has now been paid Rs 3,760 crore for all of its Indus Towers shares.

The Vodafone Group Plc received 75.78 crore equity shares worth Rs 10 each from the board of Bharti Infratel. This equates to a 28.12% ownership interest in the combined company. 8.75 crore shares, priced at Rs. 10, have been allocated to Providence. Indus Towers Ltd. is therefore owned by Providence (or PF Asia Holding Investments [Mauritius] Ltd.) to the tune of 3.25%. With more than 1,63,000 towers spread out over 22 telecom service zones, it has a pan-Indian tower reach. Additionally, according to Bharti Infratel, the consolidation of the two tower firms would result in annual cost savings of close to Rs 560 crore. On Friday, shares of the merged companies rose significantly (November 20). The price of Bharti Infratel’s shares increased by 17.8% to close at Rs.219.05 The share price of Vodafone Idea saw a rise of 8.65% and closed at Rs 10.05 on the NSE.

• MX TAKATAK MERGER WITH MOJ

The announcement of the strategic combination of Moj and MX Taka Tak to create the largest short video platform for Indians was made by MX Media, the parent company of MX TakaTak, and ShareChat, the parent of Moj. ShareChat will now oversee the two platforms.

The combined platform will have 250 billion monthly video views, 100 million artists, and over 300 million monthly active users (MAU). ShareChat will add MX Media and its stockholders as strategic shareholders. Ankush Sachdeva, CEO and co-founder of ShareChat and Moj, said, “We at ShareChat are establishing India’s largest content ecosystem, which has been on an unparalleled growth trajectory.

• PROLOGIS MERGER WITH DUKE REALTY

Two of the largest logistics real estate companies in the world are now combined thanks to the June merger of Prologis and Duke Realty. With debt included, the acquisition had a value of $26 billion and was funded by Prologis’ equity. It solidified Prologis as the biggest developer of logistics real estate in the world.

The new company, whose name has not yet been selected, will have an astounding portfolio of logistical real estate once the deal is finalized. This includes 153 million square feet of real estate spread over 18 US regions, 11 million square feet of construction currently under way, representing an investment of more than $1.5 billion, and 1,228 acres of land that is both owned and optioned.

• ORANGE MERGER WITH GRUPO MÁSMÓVIL

A new market leader for mobile phones has emerged in Spain as a result of the merger between Orange and Grupo MásMóvil. The synergies from the acquisition are expected to total €450 million annually after a four-year post-integration period, and each of the companies will have equal governance powers in the new entity (likely to be called Orange).

Although neither of the two merging partners would confirm it, it seems like a push for size that would help the new business expand into nearby countries like Spain and France. The new entity may leverage the combined financial strength of the two businesses to make crucial investments in 5G and fibre before that can happen.

ACQUISITIONS OF 2022

• ZOMATO ACQUIRES BLINKIT

Zomato has completed the acquisition of rapid commerce provider Blinkit (previously Grofers) and its warehousing and related services business, according to a filing on August 11, 2022. “The Company has finished buying all of the shareholders’ shares in BCPL. As a result, BCPL became an immediate wholly owned subsidiary of the Company, effective August 10, 2022 “said Zomato. The three most recent fiscal years saw Blinkit’s annual turnover of Rs 263 crore in FY22, Rs 200 crore in FY21, and Rs 165 crore in FY20.

In accordance with the terms of the agreement, SoftBank, the largest shareholder in Blinkit, would receive 28.71 crore Zomato shares, followed by Tiger Global with 12.34 crores, BCCL with 1.5 crore, and South Korean investor DAOL with 3.66 crore. Sequoia will receive 4.51 crore additional shares in Zomato, increasing its ownership in the company from 1.33 crore to 5.84 crore shares.

• PHONEPE ACQUIRES WEALTHDESK AND OPENQ

Walmart Owned PhonePe announced in May 2022 that it would acquire WealthDesk, an Indian wealth management fund, for $50 million, and OpenQ, a smart beta wealth management

platform, for $25 million. The deals, which totalled $75 million, were made in order to diversify PhonePe’s payment options. With its involvement in a $40 million investment round into Smallcase last August, PhonePe now has a presence in the investing and wealth management industry, where its main rival Amazon is only marginally active.

• SHIPROCKET ACQUIRED PICKRR

Pickrr is an e-commerce SaaS platform for D2C brands and SME e-tailers. Shiprocket, a tech- enabled shipment and fulfilment company, has signed a contract to acquire a majority investment in Pickrr. The deal’s estimated $200 million value is made up of cash, shares, and earn-outs. The consolidation also gives a solitary entry point for other enablers and suppliers to serve the community of digital retailers, which is constantly expanding.

• RELIANCE RETAIL ACQUIRES STAKE IN ONLINE LINGERIE RETAILER CLOVIA

According to a statement released by the business on March 20, Reliance Retail Ventures (RRV) has purchased an 89% ownership in online lingerie retailer Clovia in a deal worth Rs 950 crore that combines initial investment and secondary share sales. According to Reliance Retail Ventures’ statement, the Clovia founding team and management will hold the remaining equity in the company. Following the acquisitions of Zivame and Amante, Clovia is the third online lingerie retailer by RRV. After leading a $240 million investment round in Dunzo and acquiring a 25% share in the Bengaluru company, the agreement was announced.

• LENSKART ACQUIRED OWNDAYS

The two companies announced that India’s Lenskart is purchasing the bulk of Owndays’ shares in Japan, forming one of Asia’s largest online eyeglass sellers. The companies would not disclose the deal’s financial details, but a source with knowledge of the situation said the merger values the 32- year-old enterprise Owndays.

According to those with knowledge of the situation, the development occurs just as Lenskart, which is supported by SoftBank and Premji Invest, is closing a fresh round of fundraising at a valuation of over $4.5 billion. Shuji Tanaka and Take Umiyama, co-founders of Owndays, will remain stockholders and head the management group at the Japanese company.

This blog is written by Taniya Shah, LLM Student at Jindal Global Law School. She was a participant of our Mergers & Acquisitions Course.

WHAT ARE MERGERS AND ACQUISITIONS (M&A)?

Tracing back to history, most Mergers and Acquisitions have taken place as a result of Economic Factors such as GDP growth, interest rates, and monetary policies, which are crucial in determining how M&A between businesses or organizations are structured. Initially, the mergers took place so that the businesses could enjoy their monopoly in the market. Roadways, Electricity, Railways, etc., are some of the first lines of business wherein mergers and acquisitions used to take place.

In the words of Simon Sinek, “Mergers are like marriages. They are the bringing together of two individuals. If you wouldn’t marry someone for the ‘operational efficiencies’ they offer in the running of a household, then why would you combine two companies with unique cultures and identities for that reason?”. Thus, the expression “mergers and acquisitions” refers to the merging of businesses or their key financial assets through business-to-business financial transactions. A business can completely buy out and absorb another business, combine with it to form a new business, take over some or all of its key assets, make a tender offer for its stock, or launch a hostile takeover.

Although the phrases mergers and acquisitions are frequently used synonymously, they really denote significantly different concepts. An acquisition is a takeover in which one business buys another and positions itself as the new owner. For instance, Walmart acquired Flipkart with the intention to enter the Indian Market making it the largest e-commerce deal. On the other hand, a merger is the coming together of two businesses that are roughly the same size in order to continue ahead as one new organization rather than continuing to be owned and run independently. For instance, Idea and Vodaphone merged into VI to improve their operational efficiency and survive the competition and monopoly that Jio created in the market.

PROCESS OF AN M&A TRANSACTION

It’s important to get the timetables correct in any M&A process. What happens when is essential to the relative success of the finished product, just like how diverse elements come together to make a meal. Generally speaking, the M&A cycle is volatile and the length and complexity of the transaction will determine how many steps there are in the M&A process.

• DEVELOPING STRATEGY

A Company must develop an appropriate acquisition strategy. A successful acquisition strategy is dependent on the buyer having a clear understanding of what they want to achieve from the transaction and why they are buying the target firm. This step is crucial as it assists the buyer in defining its goals by taking into cognizance, the market, and the capital required, the type of transaction, etc.

• DEVELOP A SEARCH CRITERIA

As a buyer, considering the following factors is crucial: – the firm size, financial standing (profit margins), products or services supplied, clientele, culture, and any other relevant elements. It’s important to establish broad criteria at the start in order to save time and not engage prospects who won’t meet your standards. Companies often consider  a variety of M&A factors when deciding which transactions to pursue. These consist of:

Revenue – The size of the firm in terms of economic output will be one of the main parameters.

Geography – Would an acquisition offer access to a new territory or more market share in an existing geography?

Industry – Does the acquisition target work in the same sector as the buyer, or in a different one? How much of each industry overlaps the other?

Market – If both firms are in the same sector, does the target company operate in a market segment that is growing more quickly than the buyers?

Intellectual property – Would an acquisition give the buyer ownership of any intangible assets, such as IP?

• IDENTIFYING AND CONTACTING TARGETS

Once the buyer is done developing an M&A strategy, it is time to search, identify and contact such potential target entity that meets the pre-determined requirements of the buyer. The buyer then contacts the targets to indicate interest in them after compiling a list of all prospective targets. This step’s major goal is to learn more about the targets and gauge their level of interest in a potential deal.

• INFORMATION EXCHANGE

The initial documentation process begins once the initial conversation goes well and both parties have expressed interest in moving forward with the transaction. Typically, this involves submitting a Letter of Intent to formally express interest in the transaction and signing a Confidentiality Agreement to ensure that the proceedings and discussions of the deal will remain confidential. Following that, the parties exchange data such as financials, business histories, etc. to enable both parties to more accurately determine how the deal will benefit each party’s shareholders. In this phase, along with determining the target company’s owner’s interest in a sale or merger, it also helps in acquiring a basic idea of their expectations for valuation.

• VALUATION AND SYNERGIES

Both parties will start evaluating the goal and the trade as a whole after learning more about the counterparty. The seller is attempting to find a fair price at which the shareholders would profit from the transaction. A respectable offer for the target is being evaluated by the seller. The buyer is also attempting to determine the degree to which they would benefit from the deal in terms of synergies in M&A, such as cost savings, enhanced market dominance, etc.

• OFFER AND NEGOTIATION

The buyer makes an offer to the target’s shareholders after completing their valuation and analysis. This offer could be in the form of cash or shares. If the seller determines that the offer is not reasonable after reviewing it, they will bargain for a higher price as neither side wants to give the other the advantage by acting hurriedly to seal the contract, this phase may take a while to accomplish. Another frequent challenge at this stage is that, occasionally, if the target is a really alluring company, there may be more than one possible buyer.

• DUE DILIGENCE

The systematic analysis and reduction of risk associated with a business or investment decision is known as due diligence. A study, audit, or inquiry known as “due diligence” is carried out to validate the truth or specifics of an issue under discussion11. Thus, after the target’s acceptance of the buyer’s offer, the buyer starts its investigation of the target company. Due diligence is a comprehensive examination of all aspects of the target company, including its goods, clientele, financial records, personnel resources, etc. The goal is to confirm that the details previously given to the buyer and upon which the offer was made are accurate. If certain inconsistencies are discovered, the bid may need to be revised to reflect the correct data.

• PURCHASE AGREEMENT

Assuming due diligence has been completed without any significant issues or concerns emerging, a final contract for sale is executed once the parties have decided on the kind of the purchase agreement, such as whether it will be an asset acquisition or a share purchase.

• DEAL CLOSURE AND INTEGRATION

Once the purchase agreement is complete, both sides sign the paperwork to complete the transaction, and the buyer takes possession of the target. The management teams of the two companies collaborate once the acquisition is finalized to incorporate them into the new company.

CONCLUSION

M&A transactions frequently occur, and sometimes they take the form of amicable deals, and other times they take the form of hostile transactions. They support business expansion into new sectors as well as growth within the same industry. Depending on the size and complexity of the transaction, the M&A procedure may be extensive or brief. The time frame could also be affected by the necessary regulatory permissions.

This blog post is written by Ms. Ritu Sajnani. 

What do you mean by the term M&A?

Mergers and acquisitions (“M&A”) are transactions in which two businesses combine in some way or the other. Although the terms ‘mergers’ and ‘acquisitions’ are used interchangeably, they have distinct legal meanings. A merger is the joining of two companies of similar size to form a new single entity. As opposed to this, an acquisition occurs when a bigger corporation buys a smaller one, taking over that smaller company’s operations. 

One of the key facets of corporate finance is M&A. The general justification for M&A is that integrating two different companies together generates more value than doing it individually. Companies regularly evaluate opportunities through the merger or acquisition pathway in order to optimize wealth.

Major reasons to participate in an M&A Deal

• Growth: In most instances, inorganic expansion through M&A is a faster approach for a company to boost revenues than growing organically. Instead of taking the risk of creating the same capabilities internally, a business can benefit by acquiring or merging with a business that has the most recent capabilities. 
• Synergies: Synergy, which is most frequently used in M&A, is the extra value generated by a deal. When a transaction has synergy, it signifies that the combined value of the new business will exceed the combined value of the parts working independently. 
• Tax benefits: When one business/company generates a substantial amount of taxable income and another experiences tax loss carryforwards, tax benefits are examined. The acquirer can use the tax losses to reduce its tax obligation by purchasing the business/company with the tax losses. 
• Increased market share: A new product is introduced to one firm’s existing brand portfolio as a result of the merger. The union gives business owners access to a wider client base, which helps them in gaining a large market share.

Check out our M&A Law Certificate Course taught by Top Corporate Lawyers now!

Things you need to know before kick-starting work on an M&A Deal!

As an M&A lawyer, you are required to wear multiple hats. That of a good draftsman, that of a diligent mind, and most importantly – of a good negotiator. M&A deals require you to be meticulous on top of every step – be it, in understanding the context of the deal, carrying out the lengthy diligences, or achieving closing. 

Following are the Must-Have Skills that an M&A lawyer needs to possess: 

1. Negotiation: It won’t be simple at all when we’re talking about negotiating an M&A deal. One side, the buyer, would consistently seek the best conditions and lowest price. The seller, on the other end, would undoubtedly want to reap the rewards of his labour and maximise his sale price, and certainly, with generous conditions as well.  A settlement or agreement is reached through the mutual discussion and structuring of the terms of a transaction known as negotiation. When it comes to M&A, negotiation is the most crucial component. It is at this point that the agreement either comes together as anticipated by the negotiators or breaks down. The signing of a letter of intent is the first step in the protracted process of negotiation, which often lasts until the very end of the deal. A purchase or merger is solely the result of negotiations. M&A transactions frequently cost hundreds or even thousands of crores, and a skilled negotiator is capable of changing the game.
   
2. Due diligence: Due diligence is the procedure of acquiring and confirming essential information about a business or a person to enable the parties to make an informed decision. Due diligence is beneficial to both sides in any M&A scenario. The term “due diligence” refers to a thorough investigation of all important business factors like the financial, operational, tax, commercial, tax, IT, integrity, health and safety, and regulatory aspects. The evaluation of the business’s assets, liabilities, and other aspects is considered by a potential buyer as a thorough appraisal of the enterprise.
   
3. Problem-solving: It is crucial to be able to absorb and analyse complicated information and understand the challenges they raise on a practical level. The next stage is to come up with a legitimate and practical solution. One essential attribute that any commercial lawyer must have is the ability to solve problems. A smart commercial lawyer must be able to detect and spot potential deal-killers as well as engage in firefighting when it comes to issues raised by transactional specifics. 
4. Hold over theoretical concepts: It’s also advised to have a thorough awareness of current legal changes and statutes. The majority of laws are opaque amalgamations of difficult language that demand in-depth understanding. The law changes from time to time, and the lawyer is expected to be aware of any new notifications issued by regulatory authorities, formalities that have been implemented and ways to get over any obstacles that may arise while applying the law. 
5. To know your client: Understanding the deal’s backdrop and your client’s motivation for engaging in that M&A deal is crucial at the very beginning of the transaction. The only way you will be able to present your client’s important request is if you are aware of their goals. As a lawyer, it is always your responsibility to make sure that your client benefits from the arrangement in all respects and is satisfied with it.

Deal Table: Dos and Don’ts

If you want to make that deal work in your favour, keep an eye out for a few things that will help you. 

• First and foremost, maintain composure; otherwise, you risk making a mess of yourself and losing control of the situation. 
• You must treat the other party with the utmost respect and courtesy. It’s your obligation to communicate your points and agenda across the table in a precise and understandable manner. 
• Being an excellent listener should always be a priority. Always listen to what the other person is saying. 
• Always be well-prepared and diligent because doing so will enable you to close a number of clauses in your transaction agreements. 
• Ensuring that your client’s request is met is one of your main duties as an M&A lawyer. 
• Time is of the essence when it comes to M&A, therefore you should always be proactive and prompt. 

So roll up your sleeves and get ready to be a terrific M&A lawyer NOW!

Check out our M&A Law Certificate Course taught by Top Corporate Lawyers now!