Saraf and Partners advised Fortis Healthcare and its subsidiary Fortis Malar Hospitals, while S&R Associates represented IHH Healthcare Berhad and its subsidiaries, on the successful conclusion of a long-pending open offer valued at approximately INR 4,409 crore (USD 490 million). This allowed IHH to acquire up to 26.1% additional stake in Fortis, resolving seven years of regulatory and judicial hurdles.
Glimpse:
After SEBI approval in October 2025 and completion in November 2025, the open offer originally triggered in 2018 has concluded, elevating IHH’s indirect holding in Fortis to around 57%. Saraf’s team, led by senior partner Vaibhav Kakkar, navigated complex regulatory interfaces and disputes for Fortis, while S&R supported IHH’s strategic expansion in India’s booming hospital sector.
In a significant closure to one of India’s longest-pending corporate transactions, Saraf and Partners has successfully advised Fortis Healthcare Limited (FHL) and its subsidiary Fortis Malar Hospitals Limited on IHH Healthcare Berhad’s open offer to acquire a 26.1% stake in FHL, valued at INR 4,409 crore (approximately USD 490 million). The deal, concluded in November 2025 following SEBI’s approval in October, marks the end of a seven-year saga involving regulatory scrutiny, judicial proceedings, and extensive stakeholder coordination.
Saraf and Partners counselled Fortis Healthcare, its wholly owned subsidiaries Northern TK Venture Pte Ltd and Parkway Pantai Ltd, as well as Fortis Malar Hospitals on all aspects of the transaction. The team’s expertise proved crucial in resolving pending litigations, interfacing with regulators like SEBI, and ensuring compliance under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations.
The Saraf transaction team was led by senior partner Vaibhav Kakkar, with partners Sahil Arora and Debarpan Ghosh, senior associates Paayas Pandit and Anuj Garg, and associates Sonia Mangtani and Umang Agarwal. A dedicated disputes team, headed by senior partner Sanjeev Kumar Sharma, provided vital support.
On the acquirer side, S&R Associates represented Malaysia-based IHH Healthcare Berhad and its subsidiaries. Their team was led by partners Sandip Bhagat, Rajat Sethi, and Raya Hazarika, with support on disputes from partners Niti Dixit and Savani Gupte.
Originally triggered in 2018 after IHH’s initial 31.1% acquisition in Fortis, the open offer faced delays due to litigation involving former promoters and Daiichi Sankyo. The resolution strengthens IHH’s position as a dominant player in India’s private healthcare market, leveraging Fortis’s extensive network for further growth.
This deal underscores the critical role of specialized legal advisory in navigating India’s complex M&A landscape, particularly in regulated sectors like healthcare.
“This transaction exemplifies the intricate interplay of corporate strategy, regulatory compliance, and dispute resolution in landmark healthcare deals.”
By
HB Team
