The document discusses various Indian laws related to mergers and acquisitions including the Competition Act 2002, Securities and Exchange Board of India Regulations 1997, and provisions in the Companies Act 1956 and Income Tax Act 1961. It notes that these laws aim to facilitate business combinations while also regulating them and protecting competition and minority shareholders. The Competition Commission of India regulates the impact of business combinations on competition and new businesses.

1. -The Companies Act 1956
-The Indian Income Tax Act 1961
Presented By:
Shruti Singh

2. • The merger and acquisition are showing rising trends and
opportunities of profit and growth for big firms which has direct
and indirect bearing affect on the market and there are the
possibility of the manipulation and monopolization of business
world.
• Keeping in mind this fear, the government of India has enacted
Competition Act, 2002(Amendment Act 2007) to check the
negative impact of business combinations over the upcoming
business market.
• At present we have full fledged Competition Commission of
India which regulates the interest of budding businessman and
poor customers from the dominance of big business players.
• Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 1997
specified codes that govern the processes of substantial
acquisition of shares and takeovers.
• Finally the Income Tax Act 1961 introduced certain tax saving
and tax management provisions to facilitate the benefits of

4. • Sec 390- This section provides that the expression
“arrangement” includes a reorganization of the share capital of
a company by the consolidation of shares of different classes
or by both these methods.
• Sec 391- This section deals with the meeting of
creditors/members and National Company Law Tribunal
(NCLT’s) sanction to scheme.
• Sec 392- This section contains the powers of NCLT to enforce
compromise and arrangement.
• Sec 393- This section contains the rules regarding notice and
conduct of meeting.
• Sec 394- Provisions for facilitating reconstruction and
amalgamation of companies.
• Sec 395- Power and duty to acquire shares of shareholders
dissenting from scheme or contract approved by majority.
• Sec 396- This section contains the power to Central
Government to order amalgamation.

5. • No person or enterprise shall enter into a combination
which causes or is likely to cause an appreciable adverse
effect on competition within the relevant market in India
and such a combination shall be void.
• Subject to the provisions contained in sub-section(1),
any person or enterprise who or which proposes to enter
into a combination, shall at his or it’s option give notice to
the commission, in the form as may be specified, and the
fee which may be determined by regulations, disclosing
the details of the proposed combinations, within thirty
days.

6. • Income Tax Act, 1961 is vital among all tax laws which affect
the merger of firms from the point view of tax
savings/liabilities. However, the benefits under this act are
available only if the following condition mentioned in Section 2
(1B) of the Act are fulfilled:
a) All the amalgamating companies should be companies within the
meaning of the section 2 (17) of the Income Tax Act. 1961.
b) All the properties of the amalgamating company (i.e.. the target
firm) should be transferred to the amalgamated company (i.e., the
acquiring firm).
c) All the liabilities of the amalgamating company should become the
liabilities of the amalgamated company.
d) The shareholders of not less than 75% of the share of the
amalgamating company should become the shareholders of
amalgamated company.