SEBI’s 2025 Overhaul Sets Stage for a Market-Driven M&A Era Focused on Transparency and Fair Pricing

Anurag Tyagi, Partner, Deal Value Creation Services, BDO India.

“2025 saw the most deliberate effort from SEBI to elevate M&A since the 2011 SAST regulations. This overhaul seemingly intends to shift India from a promoter-dominated M&A environment to a market-driven, rules-based system where transparency, price integrity, and governance drive value creation. The more than incremental reforms in the form of notifications run across three themes: Improving governance, enhancing market integrity, enabling efficient buyouts, de-listings and acquisition financing. SEBI is solving for a market where deal prices are fair, disclosures are timely, information leaks are curbed, related-party opacity is reduced, and buyouts or de-listings take place. For dealmakers, the changes mean clearer pricing, stronger governance expectations, smoother buyout. delisting pathways, and more predictable capital-raising for acquisitions. Given the shifts exit opportunities for investors, markets are likely to witness a different kind of M&A in the next two to three years. However, smart money should start chasing true value creation.”