Khaitan & Co, Argus Partners, and Wadia Ghandy & Co. advised on RSB Transmissions’ acquisition of ~76% stake in Setco Auto Systems.

RSB Transmissions (I) Limited, along with Bain Capital, has entered into agreements to acquire approximately 76% stake in Setco Auto Systems Private Limited (SASPL) from Setco Automotive Limited and India Resurgence Fund (IndiaRF), in a multi-stage transaction valued at up to ₹510 crore, along with additional deferred and non-compete considerations.

The transaction involves an initial acquisition of approximately 41% stake, followed by a subsequent tranche linked to performance milestones. The deal is subject to shareholder approvals and other customary closing conditions.

Khaitan & Co advised RSB Transmissions and Bain Capital on the proposed acquisition.

The team included Shishir Vayttaden, Radhika Agarwal, Srikanth Mantravadi, Neekesh Shetty, Shreyas Bapat, Atif Ahmed, Ansif Latheef, Devyani Modi, Devika Vasandani and Nikhil Dave; with assistance from Anshuman Sakle and Anisha Chand (Competition Law), Prateek Desai (Debt Structuring and Acquisition Financing), Mehul Shah (Corporate Restructuring), Sudhir Bassi, Aditya George Cheriyan, Tomu Francis, Abhishek Dadoo and Gaurav Malhotra (SEBI, Capital and Public Markets), Harsh Khemka (W&I), Vanita Bhargava (ESG), Amit Wadhwani, Deepak Kumar, Karun Mehta, Shailendra Bhandare, Sneha Janakiraman, Supratim Chakraborty, Vinay Joy and Madhav Khosla (Due Diligence).

Argus Partners advised India Resurgence Fund on the sale of its stake in Setco Auto Systems Private Limited.

The team included Partners Adity Chaudhury, Aastha and Arka Majumdar; Senior Associate Umang Pathak; and Associates Dharma Teja Palada, Anika Sharma and Dharani Maddula.

Wadia Ghandy & Co. advised Setco Automotives Limited (SAL) and its promoters, Mr. Harish Sheth and Mr. Udit Sheth, on the sale of a majority stake in Setco Auto Systems Private Limited (SASPL) to RSB Transmissions (backed by Bain Capital).

Notably, Wadia Ghandy had also advised SAL and its promoters on IndiaRF’s original investment in SASPL in 2021 – making this a full-circle mandate. The firm’s scope in the current transaction covered all aspects including structuring, documentation, transaction closure, as well as vendor legal due diligence exercise for SASPL.

The transaction was led by Joint Managing Partner Ashish Ahuja, and Partner Anubhav Agarwal, who were assisted by Associates Sanjana Sahay and Amal Sindhu.

Partners Saswata Mitra and Aarish Dhunjibhoy, along with Associates, Saswata Roy and Snigdha Mohapatra, assisted the team on diligence and other aspects of the transaction.

Partners Sameer Pandit and Nidhi Jha, along and other aspects of the transaction.

Partners Sameer Pandit and Nidhi Jha, along with Senior Associate Krina Gandhi, and Associates Chandni T. and Aayushi Dhurvey, assisted the team on SEBI related aspects connected to the transaction.