Distressed M&A & Bankruptcy Proceedings
Participants will explore the Insolvency & Bankruptcy Code (IBC), cross-border insolvency frameworks, and best practices for navigating risk, valuation, and regulatory hurdles in high-stakes transactions.
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Online
Self Paced
Advance
Complex M&A & Restructuring, Law, Law Professionals
About
In today’s volatile business environment, distressed acquisitions have become a strategic route to gain undervalued assets, enter new markets, or turn around financially unstable companies. This program explores the legal framework of insolvency, the M&A process in distressed scenarios, and the practical tools needed to evaluate risks, negotiate deals, and navigate insolvency tribunals like the NCLT (India) or U.S. Bankruptcy Court.
Aim
- To equip participants with knowledge of distressed deal-making strategies and insolvency law frameworks.
- To explain bankruptcy processes, from debt restructuring to asset liquidation or revival.
- To provide practical insights into bidding processes, regulatory compliance, risk management, and valuation of stressed assets.
- To enable participants to structure commercially viable and legally compliant acquisitions during insolvency proceedings.
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Program Objectives
- Understand the types and causes of business distress and the legal routes for resolution.
- Learn how to structure, finance, and negotiate M&A deals under bankruptcy or insolvency conditions.
- Gain a working knowledge of the Insolvency and Bankruptcy Code (IBC), 2016 and key international insolvency laws.
- Identify valuation methods, due diligence challenges, and risk mitigation tools in distressed M&A.
- Explore real-world case studies of acquisitions via NCLT processes, auctions, and resolution plans.
Program Structure
Module 1: Introduction to Distressed M&A & Insolvency Fundamentals
- What is Distressed M&A and why is it important in today’s economy?
- Understanding corporate distress: liquidity crises, solvency issues, and operational decline.
- Types of distressed acquisitions:
- Out-of-court sales
- Pre-packaged deals
- Resolution plan-based M&A under bankruptcy tribunals
- Key players: Insolvency Professionals (IRPs/RPs), Committee of Creditors (CoC), NCLT/NCLAT, and regulators.
Module 2: Overview of Insolvency & Bankruptcy Code (IBC), 2016 (India)
- Objectives and structure of the IBC.
- Role of National Company Law Tribunal (NCLT) in insolvency resolution.
- Key stages in Corporate Insolvency Resolution Process (CIRP).
- Roles and responsibilities of:
- Resolution Applicants
- Insolvency Resolution Professionals (IRPs/RPs)
- Committee of Creditors (CoC)
- Timelines, moratorium, and priority of claims under IBC.
Module 3: Deal Sourcing & Evaluation in Distressed Scenarios
- Identifying and sourcing distressed deal opportunities.
- Assessing target viability, understanding causes of distress, and business potential post-acquisition.
- Conducting effective due diligence in distressed companies:
- Legal liabilities
- Operational bottlenecks
- Pending litigations & contingent liabilities
- Red flags and risk indicators in distressed targets.
Module 4: Valuation, Pricing & Financing of Distressed Assets
- Valuation techniques for distressed businesses:
- Liquidation value
- Fair market value
- Enterprise value under stress
- Determining the bid price in insolvency auctions.
- Financing distressed deals:
- Private equity & special situation funds
- Asset Reconstruction Companies (ARCs)
- Bridge loans & interim finance
- Risk-return expectations for investors in distressed assets.
Module 5: Structuring Distressed M&A Deals
- Deal structuring options:
- Asset purchase vs. share acquisition
- Slump sales
- Business transfer agreements
- Resolution plan structure under IBC
- Regulatory approvals and compliance:
- SEBI, RBI, Competition Commission of India (CCI)
- FDI norms, Environmental & Labor laws
- Addressing legacy liabilities, pending litigations, and indemnity structures.
Module 6: Process & Bidding Under IBC (India)
- Resolution Applicant eligibility (Section 29A of IBC).
- Submitting Expression of Interest (EOI) and Resolution Plans.
- Role of the Information Memorandum (IM) and Evaluation Matrix.
- CoC voting and plan approval process.
- Dealing with challenges in resolution approval, rejections, or liquidation.
Module 7: Cross-Border Insolvency & International Frameworks
- UNCITRAL Model Law on Cross-Border Insolvency.
- Cross-border distressed M&A strategies.
- Jurisdictional challenges and enforcement of foreign insolvency judgments.
- Key features of U.S. Chapter 11, UK Restructuring Plans, and Singapore’s Insolvency Regime.
Module 8: Case Studies & Real-World Examples
- Case Study 1: Successful acquisition under IBC – Tata Steel’s acquisition of Bhushan Steel.
- Case Study 2: Rejected resolution plan – Lessons from Videocon & DHFL cases.
- Case Study 3: Role of ARCs in acquiring and restructuring distressed assets.
- Case Study 4: Cross-border insolvency example: Jet Airways and Dutch proceedings.
- Interactive Simulation: Drafting a high-level bid strategy for a distressed target.
Participant’s Eligibility
- Lawyers, Insolvency Professionals (IPs), and Chartered Accountants involved in insolvency resolution.
- M&A Advisors, Investment Bankers, and Financial Analysts.
- Private Equity & Special Situation Fund Managers.
- Corporate Strategy Executives & Business Turnaround Specialists.
- Company Secretaries & Legal Consultants advising on IBC and restructuring.
Program Outcomes
- Solid understanding of distressed deal structures and insolvency resolution frameworks.
- Practical knowledge of the IBC process, resolution planning, and CoC engagement.
- Ability to evaluate, structure, and execute distressed asset acquisitions.
- Readiness to work in special situations funds, ARC teams, and insolvency advisory roles.
- Insight into risk management and regulatory compliance in stressed transactions.
Fee Structure
Discounted Fee: INR 1999 USD 29
Batches
Certificate
Program Assessment
Certification to this program will be based on the evaluation of following assignment (s)/ examinations:
| Exam | Weightage |
|---|---|
| Final Online Exam | 50% |
| Project Report Submission (Includes Mandatory Paper Publication) | 50 % |
To study the printed/online course material, submit and clear the mid term assignments, project work/research study (in completion of project work/research study, a final report must be submitted) and the online examination, you are allotted a 1-month period. You will be awarded a certificate, only after successful completion/ and clearance of all the aforesaid assignment(s) and examinations.
Program Deliverables
- Access to e-LMS
- Paper Publication Opportunity
- Self Assessment
- e-Certification
- e-Marksheet
Future Career Prospects
- Leadership roles in corporate restructuring, special situation funds, and ARCs.
- Specialization in insolvency litigation, distressed investing, and debt resolution strategy.
- Career advancement in NCLT practice, corporate legal teams, or investment firms targeting stressed assets.
Job Opportunities
- Distressed M&A Advisor
- Insolvency & Bankruptcy Consultant
- Resolution Plan Analyst
- Investment Analyst (Special Situations)
- Turnaround & Restructuring Specialist
Disclaimer
This program is for educational purposes only and does not constitute legal, financial, or investment advice. Participants are advised to consult qualified professionals for transaction-specific or regulatory guidance related to distressed M&A and bankruptcy.
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