Mergers & Acquisitions

This module has been prepared with a view to provide a comprehensive and in depth knowledge about mergers and acquisitions.

Why should one enroll in this course?
  • To have a comprehensive and broad based knowledge about mergers and acquisitions.
  • To get acquainted with various forms of re-organisations.
Who will benefit from this course?
  • Students who are interested in this subject
  • Investors & Traders Lobby
  • Financial Planners & Advisors
  • House-wife’s
  • Analysts
  • Equity Research professionals
  • Bankers & its Employee’s
  • Teachers & Professionals
  • Employees of Stock Broking Company
Course Details

Duration: 30 hours (15 days)

Fees: Rs. 15000/-

Refund of fees: Rs.5000/- if examination cleared in first attempt.

Second attempt for examination additional: Rs. 2100/-

Contents Of This Course

Day 1 – Introduction To Mergers & Acquisitions
  • Background
    1. Internal Re-organisation
    2. External Re-organisation
      1. Stock Swap
      2. Section() (a) of the Companies Act,
      3. Sick Companies
      4. Benefits of Re-organisation
      5. Re-organisation Costs
      6. Due Diligence
Day 2 – Scheme Of Compromise, Arrangement Or Re-Construction
  • Definitions
    1. Company
    2. Arrangement
    3. Unsecured Creditors
    4. Unsecured Creditors
  • Power to compromise or make arrangements with creditors and members
  • NCLT’s Power to Enforce Compromise or Arrangement
  • NCLT’s Power for Facilitating Reconstruction or Amalgamation
  • Dissenting Share-holders
  • Amalgamation in National Interest by Central Government
Day 3 – Buy-Back Of Securities
  •  Regulation and Definitions
    1. Associate
    2. Control
    3. Small Share-holder
    4. Tender Offer
  • Permitted Methods of Buy-back
  • Provisions in the Companies Act,
  • Buy-back through Tender Offer
  • Escrow Account in Tender Offer
  • Payment to Security-holders in Tender Offer
  • Buy-back from Open Market
    1. Through stock exchange
    2. Through Book-building Process
  • General Obligations
    1. Obligations of Company
    2. Obligations of Merchant Banker
Day 4 – Substantial Acquisition Of Shares & Takeovers
  • Regulation and Definitions
    1. Share
    2. Acquirer
    3. Control
    4. Target Company
    5. Persons Acting in Concert
    6. Associate
    7. Immediate Relative
    8. Offer Period
    9. Tendering Period
  • Compulsory Open Offer
    1. Substantial Acquisition of Shares or Voting Rights
    2. Acquisition of Control
    3. Indirect Acquisition
  • Voluntary Offer
  • Offer Size
  • Offer Price
    1. Direct acquisitions, or indirect acquisitions where any of the % criteria described in Para B are fulfilled
    2. Indirect acquisitions where none of the % criteria described in Para Bare fulfilled
    3. Indirect acquisitions where none of the % criteria described in Para Bare fulfilled, but % criteria is met
    4. Other Factors
  • Mode of Payment
  • General Exemptions
  • Exemptions by SEBI
  • Manager to the Open Offer
  • Timing of Public Announcement / Public Statement
  • Dissemination of Public Announcement / Public Statement
  • Contents of Public Notice / Public Statement
  • Letter of Offer
  • Escrow
  • Other Procedural Requirements
  • Conditional Offer
  • Competing Offers
  • Payment of Consideration
  • Completion of Acquisition
  • Withdrawal of Open Offer
  • Other Obligations
    1. Directors of Target Company
    2. Acquirer
    3. Target Company
    4. Manager to the Offer
  • SEBI Power to Issue Directions
Day 5 – De-Listing Of Equity Shares
  • Regulation and Definitions
  • Situations where de-listing is not permitted
  • Voluntary De-listing
    1. Procedure where no exit opportunity is provided
    2. Procedure where exit opportunity is required to be given
    3.  
  • Exit Opportunity
  • Escrow
  • Letter of Offer
  • Bidding Period
  • Share-holder Rights in Book-building Process
  • Floor Price
  • Promoter’s Right to Reject Offer Price
  • Successful Voluntary Offer
  • Payment of Consideration / Return of Equity Shares
  • Share-holders’ Rights Post-Offer
  • Failure of Offer
  • Post-Closure Announcement
  • Compulsory De-listing
  • Share-holders’ Rights in Compulsory De-listing
  • Provisions for Small Companies
  • Listing of de-listed shares
Day 6 – Valuation
  • Background
  • Valuation Methodsc
    1. Market-based Methods
    2. DCF-based Methods
    3. Asset-based Methods
Day 7 – Accounting For Mergers & Acquisitions
  • Regulatory Framework
  • AS 14: Accounting for Amalgamations
    1. Definitions
    2. Types of Amalgamations
    3. Pooling of Interests Method of Accounting
    4. Purchase Method of Accounting
    5. Consideration
    6. Reserves
    7. Goodwill
    8. Profit & Loss a/c Balance
    9. Disclosures
    10. Amalgamation after Balance Sheet Date
  • AS 10: Accounting for Fixed Assets
  • AS 26: Intangible Assets
  • ASI 11: Accounting for Taxes on Income in case of an Amalgamation
  • Ind AS 103: Business Combinations
Day 8 – Taxation
  • Definitions
    1. Amalgamation
    2. Demerger
  • Capital Asset – Long Term or Short Term
  • Transactions not treated as a transfer
  • Capital Gains Tax
  • Securities Transaction Tax (STT)
  • Block Deals
  • Slump Sale
  • Sale Consideration – Special Cases
  • Notional Cost – Special Cases
  • Depreciation on Transferred Assets
  • Telecom License Transfer
  • Preliminary Expenses
  • Amalgamation / Demerger Expenses
  • Carry forward and Set off of Loss and Depreciation
    1. Amalgamation
    2. Demerger
DAY 9 – Recap & Revision
Day 10 – Recap & Revision
Day 11 – Recap & Revision
Day 12 – Recap & Revision
Day 13 – Recap & Revision
Day 14 – Recap & Revision
Day 15 – Recap & Revision

FAQ's

1. 1. You are eligible for a refund until the course / specialization launches on the platform however kindly note 25% reduction will be done on the amount paid if applied for cancellation.

2. You are not eligible for a refund after earning a Course Certificate, even if you complete a course in a short period.

3. Rs.5000/- will be refunded as a token of reward if examination is cleared in first attempt.

Yes—to enroll in an individual course, search for the course title in the catalog.

Yes, kindly contact Nathani Finance

15 Days Classroom Training

1 Day for Examination

New Batch admission will start every month.

No specific background is required for this course, anybody can join having interest in this Industry.

Although you can take the courses in any order, however we do recommend that you follow the suggested sequence of courses

Yes, Successful candidates will be rewarded the Certificate by the below mentioned organisations post clearing the exams.

Nathani Institute Pvt. Ltd.

National Stock Exchange Ltd.