Confidentiality Agreement M&A Template for India

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Confidentiality Agreement M&A

"I need a Confidentiality Agreement M&A for a potential acquisition of an Indian technology company with multiple subsidiaries in Bangalore, where we'll need to protect sensitive IP and customer data during due diligence, with the transaction expected to begin in March 2025."

Document background

This Confidentiality Agreement M&A is essential for protecting sensitive information during corporate transactions in India. It should be used at the initial stages of any potential merger, acquisition, or corporate restructuring when parties need to exchange confidential business information for evaluation purposes. The agreement ensures compliance with Indian legal requirements, including the Indian Contract Act, 1872, Companies Act, 2013, and relevant SEBI regulations for listed companies. It covers various aspects of confidentiality including business operations, financial data, customer information, trade secrets, and transaction details. The document is particularly crucial given India's evolving corporate landscape and the increasing complexity of cross-border transactions, providing necessary safeguards for both domestic and international parties involved in M&A activities.

Suggested Sections

1. Parties: Identification of the disclosing party, receiving party, and their authorized representatives

2. Background: Context of the potential M&A transaction and purpose of sharing confidential information

3. Definitions: Definitions of key terms including Confidential Information, Transaction, Representatives, and Affiliates

4. Confidentiality Obligations: Core obligations regarding use, protection, and non-disclosure of confidential information

5. Permitted Disclosures: Circumstances under which confidential information may be disclosed to representatives and advisors

6. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request

7. Duration and Survival: Term of the agreement and survival of obligations post-termination

8. Non-Circumvention: Prohibition on using confidential information to circumvent the disclosing party in the transaction

9. Securities Laws Compliance: Acknowledgment and compliance with insider trading laws and securities regulations

10. Remedies: Rights and remedies in case of breach, including injunctive relief

11. General Provisions: Standard clauses including governing law, jurisdiction, assignment, and amendments

Optional Sections

1. Standstill Provisions: Used when the receiving party needs to be restricted from acquiring shares or assets without consent

2. Non-Solicitation: Include when protection of employees and customers is crucial during the due diligence process

3. Reverse Non-Disclosure: When both parties will be exchanging confidential information (mutual NDA)

4. Data Protection Compliance: When personal data or sensitive personal information is involved in the disclosure

5. Anti-Trust Compliance: When the transaction size requires competition law considerations

6. Industry-Specific Provisions: When the target company operates in regulated industries like banking, insurance, or telecommunications

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of information considered confidential

2. Schedule 2 - Authorized Representatives: List of individuals or roles authorized to receive and handle confidential information

3. Schedule 3 - Security Protocols: Specific procedures for handling and protecting confidential information

4. Schedule 4 - Excluded Information: Information specifically excluded from confidentiality obligations

5. Appendix A - Form of Confidentiality Undertaking: Template for additional parties or representatives to sign confidentiality undertakings

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Banking & Financial Services

Information Technology

Manufacturing

Healthcare & Pharmaceuticals

Real Estate

Telecommunications

Retail & E-commerce

Energy & Infrastructure

Media & Entertainment

Automotive

Professional Services

Consumer Goods

Industrial Products

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Strategy

Executive Leadership

Business Development

Risk & Compliance

Information Security

Corporate Secretarial

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Development Director

M&A Manager

Legal Counsel

Investment Banker

Due Diligence Officer

Integration Manager

Business Development Director

Strategy Director

General Counsel

Company Secretary

Finance Director

Risk Manager

Compliance Officer

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NDA Policy

An India-compliant NDA Policy establishing organizational protocols for protecting confidential information and trade secrets under Indian law.

How Genie AI reduced drafting time by 75% for a legal firm

Let's create your Confidentiality Agreement M&A

Authors

Alex Denne

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