MedhaCorpLaw is a leading Corporate Law Firm in Nepal, highly regarded for delivering specialized and expert legal services in Mergers and Acquisitions (M&A). With an unwavering commitment to legal excellence, a high success rate in corporate litigation, and a prestigious portfolio of high-profile clients, we proudly stand as the top full-service corporate law firm in Nepal.
We provide end-to-end M&A legal support, including Deal Structuring, Legal Advisory, Corporate Restructuring, Regulatory Compliance, Securities Law, Taxation, Corporate Governance, Due Diligence, Dispute Resolution, and much more.
Negotiation of Deals and Agreements
At MedhaCorpLaw, we excel in customized negotiation and drafting of deals and agreements in both mergers and acquisitions. Our experienced lawyers guide clients through:
- Deal Structuring & Legal Risk Assessment
- Letter of Intent (LOI) Drafting
- Confidentiality and Non-Disclosure Agreements (NDA)
- Term Sheets and Memorandums of Understanding (MoUs)
- Strategic Commercial Negotiation
- Comprehensive Legal Due Diligence
- Valuation Support and Metrics Review
Our client-first approach ensures that all terms and conditions negotiated always reflect the best interests of our clients.
Merger and Acquisition Legal Advisor in Nepal
Our firm serves as a dedicated Legal Advisor for M&A transactions in Nepal, providing strategic legal guidance throughout the process. As your M&A legal counsel, we:
- Conduct extensive legal and financial due diligence
- Ensure compliance with the Companies Act, Competition Law, and sector-specific regulatory frameworks
- Draft, review, and negotiate all transactional and regulatory documents
- Assist in Board and Shareholder Approvals
- Offer strategic advice on cross-border M&A transactions
- Facilitate coordination with regulators such as Nepal Rastra Bank (NRB), NEPSE, and the Office of Company Registrar (OCR)
Corporate Restructuring During M&A
Corporate Restructuring is crucial for seamless M&A transitions. We provide:
- Pre-merger planning and reorganization
- Post-acquisition restructuring and integration
- Drafting of merger agreements, asset purchase agreements, and share transfer agreements
- Handling of business spin-offs, demergers, and subsidiary restructuring
- Development of integration plans, including operational, HR, and governance realignment
Our team ensures business continuity, legal soundness, and strategic alignment throughout the restructuring process.
Structuring of Deals and Agreements
We specialize in structuring complex M&A transactions with legal precision. Our services include:
- Legal and tax-efficient deal structuring
- Coordination of cross-jurisdictional legal frameworks
- Drafting and reviewing of Share Purchase Agreements (SPA), Asset Purchase Agreements (APA)
- Addressing contingent liabilities, indemnities, and earn-outs
- Transaction Timeline Planning and Closing Mechanism Structuring
Our corporate lawyers have successfully handled numerous national and international M&A deals across various sectors in Nepal.
Regulatory Compliance for M&A Transactions in Nepal
Navigating regulatory requirements is a cornerstone of a successful M&A deal. We provide:
- Regulatory Due Diligence covering tax, labor, environmental, and industry-specific laws
- Filing and obtaining approvals from Nepal Rastra Bank, SEBON, OCR, and other government bodies
- Ensuring compliance with Foreign Investment and Technology Transfer Act (FITTA) for FDI-related M&A
- Preparation and submission of all required legal documents for regulatory clearances
Corporate Governance and Compliance
We provide comprehensive Corporate Governance Legal Services during and after M&A transactions, including:
- Board of Directors and Shareholder Relations
- Preparing Board Resolutions, Notices, and Corporate Filings
- Ensuring statutory and regulatory compliance
- Legal Audit and Background Verification
- Maintaining transparency and accountability in governance processes
Securities Law Compliance (NEPSE & SEBON)
For public companies, compliance with Securities Laws is essential. We assist with:
- NEPSE Re-listing and Filing Requirements
- Compliance with SEBON Disclosure Regulations
- Drafting of Prospectuses, Circulars, and Investor Disclosures
- Restructuring and registration of securities after merger or acquisition
- Ensuring compliance with public reporting, insider trading, and corporate disclosure rules
Taxation and Related Due Diligence
Tax implications can make or break a deal. Our tax due diligence services include:
- Review of pending and contingent tax liabilities
- Assessment of indirect and direct tax impacts
- Post-merger tax planning and tax-efficient structuring
- Assistance with capital gains, VAT, and withholding tax issues
- Ensuring compliance with Inland Revenue Department (IRD) requirements
Dispute Resolution and Post-M&A Litigation
Disputes can arise even in the most well-planned mergers. Our corporate dispute resolution team handles:
- M&A Dispute Mediation, Arbitration, and Litigation
- Representation in breach of warranty or contract cases
- Enforcement of indemnity clauses and non-compete agreements
- Handling post-merger shareholder and board disputes
- Assistance with judicial review and administrative appeals
Legal Advisory on Sales and Purchase Agreements
We offer end-to-end legal advisory on Sales and Purchase Agreements (SPA) including:
- Contract Drafting and Re-Drafting
- Commercial Term Negotiations
- Legal Risk Mitigation
- Structuring of asset-based and equity-based transactions
- Ensuring full legal compliance and enforceability
- Assistance with closing mechanics and escrow arrangements
Additional M&A Legal Services Offered by MedhaCorpLaw
- Cross-Border M&A Legal Support
- Joint Venture Agreements and Strategic Alliances
- Assistance with IP Transfer and Licensing
- Employment Law Compliance in M&A
- Vendor Due Diligence and Clean Team Arrangements
- Private Equity and Venture Capital Transactions
Why Choose MedhaCorpLaw for M&A in Nepal?
- Over a 5 years of experience in high-value corporate transactions
- Proven track record in regulatory compliance and litigation success
- Tailored legal solutions and client-focused service
- Industry expertise across finance, manufacturing, telecom, energy, and more
Contact MedhaCorpLaw today for reliable, efficient, and legally sound M&A services in Nepal.
Let us be your trusted Corporate Legal Partner in navigating the complexities of Mergers and Acquisitions.