MERGERS AND ACQUISITION

Unit- I

Corporate Restructuring
Introduction to Merger and Acquisition,
Definition of Merger and Acquisition.
Types of Mergers and Acquisition
Ways of Mergers and Acquisition
Difference between Mergers and Acquisitions.

Corporate Restructuring
Basic Concepts,
Need and Scope of Corporate Restructuring
Various Types of Corporate Restructuring
Reasons of Corporate Restructuring

Financial Restructuring
Need and Scope,
Over-Capitalization and Under- Capitalization of Company
Corporate Insolvency - Goals and Process of Corporate Insolvency

Unit- II

Legal Aspects of Mergers and Acquisitions

Funding of mergers and acquisitions.
Process of funding and funding through various financial instruments.
Legal and Procedural Aspects of merger and amalgamations.
Stamp duty and taxation aspects of amalgamations.
Interest of small investors in mergers
Post-Merger Reorganization.

Unit- III

Due-Diligence
Due Diligence need and scope
Types of Due- Diligence,
Due-Diligence Check-List.
Due- Diligence Process
Corporate demerger and reverse merger.

Takeovers: Basic Concept,

Types and Process.
Valuation
Unit- IV

FDI Policy
FDI policy for Mergers and Acquisition
Drafting of Merger scheme
Drafting of Shareholders Agreement