Mohali · Ludhiana · Serving clients across India
M&A · IPO · NBFC · Startups
Big business decisions, made simple.
Acquiring a company, merging group companies, listing on the stock exchange, starting an NBFC or raising funds for a startup. Every one of these comes with rules, approvals and paperwork. Openseed takes care of the planning, valuation, documents and approvals, so you can stay focused on running your business.
Services
Practice areas
Mergers & Acquisitions
Strategic acquisitions, divestments, schemes of arrangement and group restructuring.
- Acquisition and divestment advisory
- Valuation and due diligence
- Fast-track and NCLT schemes, demergers
- Takeover Code, CCI and FEMA approvals
IPO Advisory
Preparing companies to list on the Mainboard and the SME platforms of NSE and BSE.
- IPO readiness and eligibility review
- Pre-IPO restructuring and capital structure
- Pre-IPO placement and equity story
- Offer document and diligence support
NBFC Advisory
Acquisitions, strategic investments, mergers and divestments involving NBFCs.
- NBFC acquisitions and change in control
- Strategic investment and capital raising
- Valuation and due diligence of NBFCs
- Mergers and lending partnerships
Startup Advisory
Fundraising, valuation, deal terms and exits for founders and investors.
- Fundraising advisory and valuation
- Term sheet negotiation and documentation
- Secondary transactions and acquisitions
- Reverse flips and strategic exits
Mergers & Acquisitions
Strategic acquisitions, divestments, schemes of arrangement and group restructuring.
- Acquisition and divestment advisory
- Valuation and due diligence
- Fast-track and NCLT schemes, demergers
- Takeover Code, CCI and FEMA approvals
IPO Advisory
Preparing companies to list on the Mainboard and the SME platforms of NSE and BSE.
- IPO readiness and eligibility review
- Pre-IPO restructuring and capital structure
- Pre-IPO placement and equity story
- Offer document and diligence support
NBFC Advisory
Acquisitions, strategic investments, mergers and divestments involving NBFCs.
- NBFC acquisitions and change in control
- Strategic investment and capital raising
- Valuation and due diligence of NBFCs
- Mergers and lending partnerships
Startup Advisory
Fundraising, valuation, deal terms and exits for founders and investors.
- Fundraising advisory and valuation
- Term sheet negotiation and documentation
- Secondary transactions and acquisitions
- Reverse flips and strategic exits
Regulatory developments
Changes affecting transactions in 2025–26
| Effective | Regulator | Development | Practical effect |
|---|---|---|---|
| 1 Apr 2026 | RBI | Credit Facilities Amendment Directions, 2026 | Banks may finance up to 75% of the value of a strategic acquisition by eligible Indian non-financial companies |
| 4 Feb 2026 | DPIIT | Revised startup definition (G.S.R. 108(E)) | Recognition for ten years from incorporation; turnover ceiling raised to ₹200 crore; separate deep tech category |
| 4 Sep 2025 | MCA | CAA Amendment Rules, 2025 | Fast-track merger route extended to holding–subsidiary, sister-subsidiary and unlisted companies with debt up to ₹200 crore |
| Mar 2025 | SEBI | ICDR (Amendment) Regulations, 2025 | SME issuers need EBITDA of ₹1 crore in two of three years; OFS capped at 20% of issue size |
| 10 Sep 2024 | CCI | Deal value threshold, Competition Act | Prior approval where deal value exceeds ₹2,000 crore and the target has substantial business operations in India; review period cut to 150 days |
Key issues
Questions boards and promoters are considering
Acquisitions
- Can the acquisition be funded through domestic bank finance under the 2026 RBI framework?
- Does the transaction trigger an open offer, CCI approval or RBI prior approval?
- Which structure, share acquisition, slump sale or merger, is tax-neutral and stamp-duty efficient?
Restructuring
- Can group entities be merged through the fast-track route instead of the NCLT?
- Will the scheme meet the 90% member and nine-tenths creditor approval thresholds?
- How should a foreign holding company be flipped back to India before listing?
Listing
- Does the company qualify under Regulation 6(1), Regulation 6(2) or the SME framework?
- Is the cap table, including ESOPs and convertibles, compliant with ICDR lock-in and eligibility norms?
- Are related-party transactions and group structure ready for disclosure?
NBFCs
- Is acquiring an existing NBFC a faster entry into lending than building one?
- Does an incoming investor's stake require prior RBI approval for change in control?
- Should a smaller NBFC raise capital, bring in a strategic partner or consolidate?
Insights
Latest analysis
Reverse flips: redomiciling an Indian business ahead...
Many Indian businesses were set up with a holding company outside India, usually to...
Deferred consideration in Indian deals: earn-outs, escrows...
Acquirers and promoters rarely agree on value at the first attempt. The promoter prices...
Acquiring an NBFC: when RBI approval is...
Acquiring an existing NBFC can be faster than obtaining a new Certificate of Registration,...
SME IPOs after SEBI’s reset: fewer issues,...
The SME platforms of NSE and BSE expanded rapidly in recent years. Following concerns...