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In this era, when almost all businesses are going global, Indian companies too have become the cynosure of all eyes owing to their rapid growth, profit making patterns, aggressive investment schemes and capital optimization strategies. With the continuously increasing relaxations in the Government’s policies since liberalization, Indian companies have been exploring a variety of methods to tap the international market and in this context, cross border mergers, outbound and inbound, have come to be seen as a successful tool for expansion and restructuring activities of companies. With the coming of the Companies Act, 2013, though the law on the subject has been consolidated and streamlined vis-à-vis the 1956 Act, many changes and amendments to the related regulatory framework are called for in order to make the provisions fully functional. As can be seen from the Act, on the upside, while the earlier restrictions on outbound mergers have been lifted, time frame has been set for regulatory approval and mode of consideration has been fixed (cash or depository receipts), a check has been placed on frivolous objections from shareholders and creditors, on the down side, it appears that the process appears to have become cumbersome in terms of multiple approvals to be taken from every related regulator (RBI, CCI, SEBI etc). Also corresponding changes in India’s foreign exchange regulations, securities and tax laws are also awaited. In the light of the above, this paper aims to discuss the implications of regulating cross border mergers under the Companies Act of 2013. In order to understand it better, important aspects of law relating to the cross border merger as seen in the recent case of Jet – Etihad in the aviation sector in India will be analyzed in this paper. It will further discuss as to whether the given rigorous regulatory scrutiny, is a favorable step towards curbing crony capitalism in India.
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