Vodafone calls on Idea for merger

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At least four Indian law firms – S&R Associates, Vaish Associates, Bharucha & Partners and AZB & Partners – advised on the US$23 billion merger of Vodafone subsidiary Vodafone India and Idea Cellular, a listed company that is part of the Aditya Birla Group.

“This is a remarkable transaction with many highlights,” Rajat Sethi, a partner at S&R Associates, told India Business Law Journal. “There is added complexity with telecommunications being a highly regulated sector in India.”

India_children_ipad,_technologySethi, along with S&R Associates partners Tanya Aggarwal, Rachael Israel and seven others, advised Vodafone and Vodafone India on M&A, corporate and regulatory matters, while two other lawyers advised on competition law matters. Slaughter and May also advised Vodafone. Its team included partners Roland Turnill, Susannah Macknay, Claire Jeffs, Will Turtle and Mike Lane.

Vaish Associates was lead transactional legal counsel to Idea Cellular and the Aditya Birla Group. Its team was led by partner Bomi Daruwala and included principal associates Krishna Kishore, Amitjivan Joshi and Yatin Narang.

Daruwala told India Business Law Journal that it was “a rare and a classic case of a large and complex deal getting executed in a short time owing to the practical approach adopted by lead negotiators on both sides and their respective lawyers”.

Bharucha & Partners also advised Idea Cellular, a long-time client. Partner Alka Bharucha, who led the firm’s team, told India Business Law Journal that the firm conducted a comprehensive legal due diligence of the entities within Vodafone that were merging with Idea Cellular, and negotiated and advised on the representations and warranties to be provided by Idea Cellular, including its disclosure letter. Senior associates Ayesha Bharucha, Harshil Dalal and Swathi Girimaji assisted on the transaction.

Partner Nisha Kaur Uberoi of AZB & Partners advised Idea Cellular on competition law aspects of the transaction, assisted by senior associate Soumya Hariharan.

The deal is subject to regulatory approvals and other customary closing conditions, and is expected to close in 2018.