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Letter Of Intent To Buy A Business for India

Letter Of Intent To Buy A Business Template for India

A Letter of Intent to Buy a Business under Indian law is a preliminary written document that outlines the proposed terms and conditions for the purchase of a business. This document, while largely non-binding except for specific provisions like confidentiality and exclusivity, serves as a framework for the subsequent definitive agreement. It is governed by Indian contract law principles, particularly the Indian Contract Act, 1872, and must comply with relevant corporate laws and regulations. The document typically includes key terms such as purchase price, transaction structure, due diligence requirements, and timeline, while providing both parties with a clear roadmap for the proposed transaction.

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What is a Letter Of Intent To Buy A Business?

A Letter Of Intent To Buy A Business is a crucial document used in the preliminary stages of business acquisitions in India. It serves as a formal expression of interest from a potential buyer to acquire a business and outlines the key terms of the proposed transaction. While primarily non-binding, it creates a framework for negotiations and typically includes binding provisions regarding confidentiality and exclusivity. The document is governed by Indian law, particularly the Indian Contract Act, 1872, and must consider various regulatory requirements depending on the transaction size and sector. It's commonly used before conducting detailed due diligence and entering into a definitive purchase agreement, helping parties align their expectations and document their preliminary understanding of the deal structure, pricing, and key conditions.

What sections should be included in a Letter Of Intent To Buy A Business?

1. Date and Parties: Names and addresses of both parties - the potential buyer and the seller of the business

2. Subject Line: Clear indication that this is a Letter of Intent regarding the proposed purchase of the specified business

3. Introduction: Brief statement of intent to purchase the business and confirmation of preliminary discussions

4. Transaction Structure: Outline of the proposed transaction structure (asset purchase, share purchase, etc.) and basic terms

5. Purchase Price: Proposed purchase price or price range and payment terms

6. Due Diligence: Timeline and scope of the due diligence process

7. Exclusivity Period: Duration during which the seller cannot negotiate with other potential buyers

8. Confidentiality: Terms regarding the confidential treatment of information exchanged

9. Timeline: Proposed timeline for completing due diligence and executing definitive agreements

10. Binding Provisions: Specification of which provisions are legally binding (typically confidentiality, exclusivity, and governing law)

11. Closing: Signature blocks and formal closing language

What sections are optional to include in a Letter Of Intent To Buy A Business?

1. Financing Contingency: Include when the purchase is contingent on the buyer securing financing

2. Employee Matters: Include when there are specific intentions or concerns regarding existing employees

3. Regulatory Approvals: Include when the transaction requires specific regulatory clearances

4. Break-up Fee: Include when parties want to specify compensation if either party backs out under certain circumstances

5. Asset/Liability Specification: Include when certain assets or liabilities are specifically included or excluded from the proposed transaction

6. Post-Closing Management: Include when there are specific intentions regarding management structure post-acquisition

7. Non-Compete Provisions: Include when preliminary non-compete terms need to be established

What schedules should be included in a Letter Of Intent To Buy A Business?

1. Preliminary Asset List: High-level list of key assets included in the proposed transaction

2. Initial Price Calculation: Basic breakdown of how the proposed purchase price was determined

3. Due Diligence Checklist: Preliminary list of documents and information required for due diligence

4. Timeline Schedule: Detailed timeline with key milestones and deadlines for the proposed transaction

Authors

Alex Denne

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

Jurisdiction

India

Publisher

Ƶ

Document Type

Letter of Intent

Cost

Free to use
Relevant legal definitions

























Clauses






























Relevant Industries

Manufacturing

Technology

Retail

Healthcare

Financial Services

Real Estate

Professional Services

Hospitality

Construction

Energy

Transportation

Education

Agriculture

Media and Entertainment

Telecommunications

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Strategy

Executive Leadership

Corporate Secretarial

Business Development

Due Diligence

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Managing Director

Business Development Manager

Corporate Lawyer

Investment Banker

Mergers & Acquisitions Director

Legal Counsel

Company Secretary

Finance Director

Strategy Director

Board Member

Commercial Director

Corporate Development Manager

Due Diligence Specialist

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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