Mumbai, July 3, 2025 — JSW Paints Limited is set to acquire up to 74.76% stake
in Akzo Nobel India Limited (ANIL) from Akzo Nobel N.V. and its affiliates for a
consideration of approximately Rs.9,403 crore, subject to customary closing
adjustments. This transaction marks a significant development in India’s paints
sector and represents the first acquisition in this space to be referred to the
Competition Commission of India (CCI).
The acquisition will also trigger a mandatory open offer for up to 25.24% of
ANIL’s shareholding from public shareholders, valued at nearly Rs.3,929 crore.
The transaction is contingent on CCI approval and successful completion of
the open offer process.
Background
JSW Paints, launched in 2019, is one of India’s fastest-growing paint
companies with a growing footprint in the decorative and industrial coatings
market. Known for innovation, brand marketing, and pan-India distribution,
the acquisition is a strategic move to enhance its competitive edge and
market presence.
Akzo Nobel India, part of the global Akzo Nobel N.V. group, is a leading
name in the Indian paints and coatings industry. With this transaction, JSW
Paints will significantly bolster its presence by leveraging ANIL’s existing
operations and brand value.
Legal Advisory
Khaitan & Co acted as legal counsel for JSW Paints. The transaction team was
led by Partner Shishir Jose Vayttaden, supported by cross-practice teams
handling corporate, financing, IP, real estate, employment, data privacy, and
competition law aspects.
Trilegal advised Akzo Nobel N.V. and ANIL. The team was led by Partners
Yogesh Singh and Ankush Goyal, along with specialists across capital markets,
real estate, IP, tax, TMT, employment, anti-corruption, and environmental law.
Regulatory Significance
This deal marks the first known instance of an acquirer relying on Regulation
7(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations,
2011, to pro-rata reduce both the acquisition and open offer size to ensure
compliance with minimum public shareholding requirements.
Additionally, the referral to the CCI makes this transaction a regulatory
milestone, setting a precedent for future M&A activity in the paints and
coatings industry.
Implications
This acquisition is expected to reshape the competitive landscape of the
Indian paints sector. It also illustrates the increasing legal and regulatory
complexity of large M&A transactions, particularly where public companies
and cross-border elements are involved.
For JSW Paints, the acquisition signifies a leap toward becoming a dominant
player in the industry. For regulators and stakeholders, the deal serves as a
case study in balancing investor protection, market competition, and
compliance with securities laws.