What stretches a cross-border deal timeline.

Deal timetables are usually written around signing and closing. The time in between is set by several processes that run on different clocks. We have no measured data on how long cross-border deals involving India now take, so this piece does not claim a trend. It sets out where the time comes from and what to check before agreeing a long-stop date.

Approvals run in parallel, but each has its own clock

Merger control. Since 10 September 2024, a transaction can need Competition Commission of India (CCI) notification on deal value alone: a value above Rs 2,000 crore where the target has substantial business operations in India. For a traditional business that means India turnover or GMV of at least 10% of the global figure and above Rs 500 crore. Digital services have separate tests based on users or turnover. The CCI has 30 days to form a prima facie opinion and 150 days in total. That is the statutory ceiling, not the expected time. The CCI framework also lets parties implement open offers or buy shares on a regulated exchange without breaching the standstill obligation, subject to conditions on filing and notification, so check how that interacts with your structure.

Foreign investment route. Investments involving an entity or citizen of a land-border country need government approval under Press Note 3 (2020). Press Note 2 of 2026, issued on 15 March 2026, did not repeal it. Reports describe a 10% beneficial ownership definition aligned with anti-money-laundering rules, a reporting requirement for certain investments, and a 60-day approval timeline limited to focus manufacturing sectors, with majority ownership staying Indian. Standard operating procedures were described as still to follow. As of September 2026, check whether they have been issued.

Listed targets. Under the SEBI Takeover Regulations, crossing 25% of voting rights, or acquiring control, triggers an open offer for at least 26% of the capital. Acquiring an upstream entity that holds the Indian listed company can trigger it too. The open offer adds its own timetable and pricing work.

Valuation gaps become structure and paperwork

A gap between buyer and seller expectations rarely closes by splitting the difference. It tends to turn into deferred consideration, earn-outs, or a share swap, and each of those carries its own conditions.

FEMA pricing rules matter here. Shares issued by an Indian company to a non-resident must be priced at or above fair value, and transfers from a non-resident to a resident at or below it. Fair value for an unlisted company is certified by a SEBI-registered merchant banker or a chartered accountant. Listed companies follow SEBI's pricing formulas. An August 2024 amendment to the Non-debt Instruments Rules simplified cross-border share swaps, allowing Indian company equity to be issued or transferred in exchange for foreign company equity. That does not remove the pricing, sector and approval conditions that apply around it.

Different regimes can call for different valuation bases, for example FEMA, the Companies Act and SEBI. A single deal may therefore need more than one valuation report, and someone has to reconcile them. Valuation certificates also have a limited life. A long process can outlast one. Check the validity period in the current rules.

Diligence scope moves as the approvals do

Diligence often widens after the first draft of the timetable. Three plausible reasons, offered as general reasoning rather than measured data:

• Approvals may require a look-through to the ultimate beneficial owners on either side.
• Tax diligence has to read historic periods and the new Income-tax Act, 2025, in force from 1 April 2026, side by side. Check how each period and transaction is covered.
• Regulatory findings from one workstream, such as a related-party or FEMA reporting gap, feed the others.

What to do with this

These are considerations, not advice on any particular transaction.

1. Map every approval and its trigger before fixing the long-stop date, and note which ones are outside the parties' control.
2. Decide early which valuation reports the deal will need and who owns the reconciliation.
3. Confirm the beneficial ownership chain of each investor, including funds, before the first filing.
4. Ask counsel to confirm the current text of FDI policy, the NDI Rules and CCI regulations, since several of these have been amended recently and may change again.
5. Show filing preparation time separately from statutory review time in the timetable.

This article is general information, not legal, tax or investment advice.