Introduction

Inflow of investment is usually a joyous time for any business. A lot of effort goes into finding the right investor for a business or vice versa. When you do, it is important to have an investment contract that represents the interests of everyone involved. The investor would want to make sure his investment is protected, and the company will want to make sure that the funds are delivered smoothly and the founders have protected their stake in the venture. This makes writing a proper investment contract a critical first step in the business relationship. Clear & unambiguous investment agreement is very significant to establish a win-win situation for the parties involved in any PE, VC, and M&A Deals.

Given the current COVID-19 Crisis, this program will create a solid understanding of the documentary processes relating to PE/VC and M&A transactions, valuation considerations and deal-making under the “new normal”; the future of tax on deals; key tax watchouts and mitigation strategies; identifying commercial issues and producing clear instructions to lawyers and executives involved. It will also help in equipping with the technicalities involved in clear and well thought out term-sheet negotiation, proper deal structuring to maximise returns and unambiguous deal documentation to avoid pitfalls. Enhance your deal-making skills such that you can immediately put into practice.

Benefits of Attending

  • Get the inside track and experienced know-how on the potential impact of COVID-19 on deal-making environment and outlook
  • Update on the COVID-19 situations with respect to tax:
  • Key tax watchouts & mitigation strategies  
  • New developments / changes over the last month including how some legal issues have evolved
  • Learn key principals of effective negotiation - softer as well as legal aspects
  • Learn structural elements of deal & know-how to maximise the return
  • Avoid damaging and costly mistakes when drafting your Investment agreements
  • Develop creative, effective and bulletproof documents
  • Understand how to translate the “deal” to paper while avoiding becoming a convict of forms
  • Receive valuable and useful takeaway: precedents, checklists, model agreements

Who Should Attend:

  • Investment/Fund Managers
  • Private Equity & Venture Capitalist
  • Investment Bankers
  • Law Firms & Consultants
  • Corporate/General/In-house Counsel
  • VPs & Managers from Legal Department
  • Managing Directors & Senior Management
  • CFOs and Senior Finance Executives
  • Executives of M&A Team

Agenda

SESSION 1: Deal making under the “new normal” : Deal Value considerations & due diligence (1 hour)

Presenter: Raja Lahiri

Topics covered:

  • Potential impact of COVID-19 on deal making environment and outlook
  • Key deal drivers and negotiation process
  • Due diligence considerations, financial and commercial due diligence
  • Valuation considerations – valuation impact assessment
  • Post-merger integration
  • Case studies and learnings

SESSION 2 and 3 (combined legal session – 2 hrs)
Update on Covid 19 situation and Negotiating Key Provisions in Legal Documents

Presenters: Vaibhav Kakkar and Karan Kalra

Topics covered:

  • Update on the COVID-19 situations:
    • New developments / changes over the last month including how some legal issues have evolved
    • What to expect going forward  
  • Negotiating key provisions in a typical PE / VC transaction:  
    • Percentage of capital to raise
    • Valuation adjustments
    • Exclusivity  
    • Indemnities and warranties
    • Conditions precedent  
    • Key governance issues – board composition and veto rights
    • Share transfer restrictions
    • Exits
    • Non-compete provisions
    • Liquidation preference
    • Termination of Employment
    • Force majeure provisions
    • Dispute resolution provisions
    • Exits  

 
SESSION 4 (1 hr)
The future of tax on deals in the backdrop of COVID-19

Presenter: Anil Talreja

Topics covered:

  • Update on the COVID-19 situations with respect to tax
  • M&A and PE deals in the new outlook
  • Key tax watchouts
  • Mitigation strategies
  • Lessons learn from experiences

Course Concludes


Experts

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Raja Lahiri

Partner - Transaction Advisory Services, Grant Thornton India LLP
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Vaibhav Kakkar

Partner, L&L Partners
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Karan Kalra

Founder, Bombay Law Chambers
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Anil Talreja

Partner, Deloitte Haskins & Sells

Want to be part of it?

VCC Events opens up the avenues for participation. Join hands to be a part of India’s largest gathering of alternative investments leaders, industry stakeholders and Asia’s influential limited partners, general partners and marquee advisors. Your chance to actively participate and augment yourself as thought leaders.


Venue :

Digital Training

Date: May 15, 2020


Do you have any queries?

Drop us a line and we will call you.