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Corporate / M&A

Guiding businesses through the legal complexities of cross-border transactions

Cross-border M&A transactions represent the core of what we do. We have consistently advised multinational companies across the world in their forays into and out of India, drawing on our extensive international experience of working with and across prestigious international law firms on high profile matters.

Our experience in advising our strategic clients spans the entire breadth of corporate M&A transactions – greenfield / brownfield investments, complete buyouts / minority stake purchases, public / private M&A, mergers, joint ventures and exits – and across a variety of sectors, including the consumer goods, energy, infrastructure, pharmaceutical and technology industries.

What sets us apart is our awareness of risk from a foreign investor’s perspective, and our ability to manage, mitigate and apportion those risks in the context of an M&A transaction. We also bring to bear our collective transaction management experience to make sure that we “…take care of everything” (Chambers and Partners, 2018).

Our deep understanding of our clients’ businesses makes us valuable advisors to Indian companies on key strategic matters. Over the years, we have advised Indian businesses on a wide range of matters, including corporate governance, carve outs, spin-offs and employment issues.

The technology sector is a key focus area. Some of our core deal team members specialise in matters such as data protection, e-commerce and digital payments, and our competition / antitrust team members lend their expertise on the unique competition law aspects impacting technology businesses.

We are also trusted advisors to listed Indian companies on a variety of securities law and other matters such as related party transactions, insider dealings, compensation policies and activist investor demands.

Our cross-border transaction expertise and experience places us in a unique position to advise Indian promoters and businesses in their negotiations with foreign multinationals and financial investors.

We have worked on several divestments, joint ventures and capital raising transactions for our domestic clients across blue chip overseas counterparties.

We make sure that the Indian target is adequately prepared before the formal diligence process and negotiations begin. Again, our risk allocation and transaction management expertise ensure that the discussions are kept on an even keel through the course of the transaction.

“They have ample knowledge of the regulatory environment, deal trends and market practice in India, and provide practical solutions.”

“The Touchstone team are capable of managing an extremely broad workload and managing all the outlined documents in parallel whilst working towards a compressed deadline.”

-Chambers and Partners, 2023

Representative transactions

We have acted for:

  • Airbus Group S.A.S. on its joint venture with India’s largest engineering company Larsen & Toubro in the defence electronics business.
  • AstraZeneca on the sale of certain brands in its legacy and branded generics portfolio housed in its Indian listed entity to Zydus Healthcare.
  • BG Group on the sale of its entire shareholding in Gujarat Gas to Gujarat State Petroleum Corporation and the consequent tender offer.
  • Boehringer Ingelheim on its acquisition of the animal health business of Sanofi and the sale of its consumer health care business to Sanofi.
  • BorgWarner Inc. on the internal restructuring of the fuel systems and aftermarket segments of the BorgWarner group.
  • BP on several matters, including its fuel retail and mobility joint venture in India with Reliance Industries Limited, and the sale of its majority shareholding in Tata BP Solar to Tata Power.
  • Cintra Concesiones de Infraestructuras de Transporte, S.A. on the bidding process for various BOT road projects and also on the related joint bidding arrangements with Shapoorji Pallonji.
  • Constantia Flexibles in connection with its proposed joint venture with Premji Invest. and SB Packagings.
  • Constantia Flexibles on its acquisition of controlling stakes in Parikh Packaging and Creative Polypack.
  • Danone on its acquisition of the nutrition business of Wockhardt Group.
  • Diageo Group on several matters, including the acquisition of a controlling interest in United Spirits Limited involving two open offers, on-market share purchases, schemes of arrangement and disposals of various non-core assets involving United Spirits Limited.
  •  EDF on its acquisition of the nuclear steam business from General Electric.
  • Engie (formerly GDF Suez) on its acquisition of Solairedirect.
  • GCC Sovereign Wealth Fund on its acquisition of a 10% stake in HDFC Capital Advisors Limited from HDFC Limited.
  • General Dynamics on the divestment of its global satellite communications and antenna business unit, including the Indian business, to Communications & Power Industries LLC.
  • Huntsman on the sale of its textile effects division to Archroma, a portfolio company of SK Capital Partners.
  • Huntsman on the sale of its India Based DIY Consumer Adhesives Business to Pidilite Industries for USD 285 million.
  • Japan Tobacco International on the sale of its 50% stake in a cigarette manufacturing joint venture in India.
  • London Stock Exchange on its acquisition of the Refinitiv business, from Thomson Reuters and a consortium of investors led by Blackstone and including GIC and Canada Pension Plan Investment Board.
  • Micronics Inc. on the acquisition of the advanced filtration technology business of FL Smidth Private Limited.
  • Mitsubishi Corporation on its acquisition of a minority stake in Cube Highways and Infrastructure Pte. Ltd.
  • Mylan Inc. on its acquisition of Strides Arcolab’s multi-jurisdictional specialty pharmaceuticals and generic injectable business.
  • NDTV on various M&A transactions, providing general corporate advice and advice on the Takeover Code and other regulations applicable to listed companies.
  • New York Life during the life of its investment in its joint venture with Max Life on bancassurance and various other insurance related matters and on the sale of its entire 26% shareholding in Max New York Life.
  • Novartis AG on the Indian legal and regulatory aspects of its acquisition/ sale of various businesses and a consumer health joint venture with GSK.
  • Pearson on a number of investments into and exits from various Indian companies primarily active in the education sector.
  • RusHydro on its joint venture in India with Maxiclean Energy in the areas of hydro power and infrastructure consulting.
  • Saudi Basic Industries Corporation on its acquisition of a 49% stake in a petrochemicals marketing joint venture held by the Indian joint venture partners.
  • Sherwin Williams on its acquisition of the entire business of Nitco Paints Private Limited.
  • Solvay Group on several corporate transactions, including the acquisition of a majority shareholding in each of Sunshield Chemicals Limited and Rhodia Specialty Chemicals India Limited (both listed companies, triggering open offers), and a joint venture with Anthea Aromatics dedicated to the production of catechol derivatives.
  • Swiss Re on its health insurance joint venture with Larsen & Toubro.
  • United Spirits Limited on the sale / franchise of certain brands in the ‘Popular’ segment to Inbrew Beverages Private Limited.
  • The world’s leading media and communications group on its acquisition of majority stakes in various Indian companies engaged in the advertising and communications sector.