Mergers and Acquisitions: Legal Aspects of Contracts and Agreements

Course Objectives:

• Understand the legal framework and key concepts in mergers and acquisitions (M&A).
• Gain knowledge of the legal aspects of contracts and agreements involved in M&A transactions.
• Learn about due diligence, negotiation strategies, and regulatory considerations in M&A deals.
• Develop an understanding of the roles of various legal documents such as letters of intent (LOIs), purchase agreements, and non-disclosure agreements (NDAs).

Introduction to Mergers and Acquisitions

• Overview of mergers and acquisitions: Definitions and types (mergers, acquisitions, takeovers, consolidations).
• The M&A process: Key stages from initiation to closing.
• Roles and stakeholders: Buyers, sellers, advisors, and regulators.
• Importance of legal framework in M&A transactions.

Legal Framework and Regulatory Considerations

• Key laws and regulations governing M&A transactions (e.g., antitrust laws, securities regulations).
• Role of regulatory bodies: SEC, antitrust agencies, and other governmental bodies.
• Cross-border M&A and the impact of international law.
• Legal considerations in hostile versus friendly takeovers.

Key Legal Documents and Agreements

• Letter of Intent (LOI) and Memorandum of Understanding (MOU): Purpose, structure, and legal implications.
• Purchase Agreements: Structure, representations, warranties, and covenants.
• Non-disclosure Agreements (NDAs): Importance in M&A negotiations.
• The role of escrow agreements and indemnities in protecting parties.

Due Diligence, Negotiations, and Closing

• Due diligence process: Legal, financial, and operational checks.
• Key negotiation strategies in M&A deals: Risk allocation, payment terms, and warranties.
• Closing procedures: Conditions precedent, regulatory approvals, and post-closing adjustments.
• Legal issues post-transaction: Integration, employee issues, and compliance.

DATE:
1ST BATCH: 11th – 14th Mar, 2025
2ND BATCH: 24th – 27th June, 2025
3RD BATCH: 21st – 24th Oct, 2025