Between Board Neutrality and Control: Reimagining Hostile Takeover Defences in India with Lessons from Delaware and Asia-Pacific

Abstract

Hostile takeovers have traditionally played only a limited role in the mergers and acquisitions landscape in India. This is attributable primarily to the ownership structure of most listed Indian companies, where concentrated promoter holdings provide effective voting control rendering unsolicited hostile acquisition attempts impractical. However, transactions such as the acquisition of Mindtree Limited by Larsen & Toubro Limited in 2019 and the takeover of NDTV by the Adani Group in 2022 indicate that hostile or unsolicited acquisitions are now a realistic possibility, particularly where promoter holdings are relatively less concentrated, even if it is premature to speak of a systematic trend.