Whether for the seller looking to exit on the right terms or the buyer structuring a strategic acquisition, M&A counsel succeeds when the lawyer knows the business as well as the document. That is the discipline we bring to either side of the table.
What I do on the deal
- Roadmap and readiness. Before bankers are appointed, the legal architecture of the business needs to be deal-ready — corporate records, contracts, IP, regulatory filings, related-party arrangements. A clean cap table and a defensible compliance position are worth crores at the negotiation table.
- Due diligence — both sides.For sellers, conducting and presenting the data room: identifying issues early, framing them honestly, not allowing the buyer's lawyers to set the narrative. For buyers, pressure-testing the data room — surfacing risk before it is papered over by warranty boilerplate.
- Negotiation. Sitting opposite PE and strategic legal teams, often alongside a Tier-1 firm engaged for the transaction. The role I play is the one the client most needs: the lawyer who knows the business, reads the term sheet against the actual operations, and pushes back on indemnities and warranties that would otherwise pass unchallenged.
- Documentation. SPA, SHA, escrow arrangements, disclosure schedules, ancillary documents — reviewed, redlined, and seen through to closing.
- Closing and post-closing. Conditions precedent, regulatory approvals, transition support.
Working alongside bankers and Tier-1 firms
On most large transactions the principal — seller or buyer — retains a Tier-1 law firm for the heavy documentation and bankers for valuation and process. We sit beside the client through the engagement, as the lawyer who has known the business for years, reads every draft from the client's chair, and is paid to ask the questions no one else will. The Tier-1 firm does what it does well. I do what they cannot: care about the client's business the way an in-house counsel would.