Indian private equity deals add price safeguards and tighter seller clauses in 2025
A new Khaitan & Co. survey shows Indian PE and VC transactions in 2025 increasingly use price-adjustment clauses and stricter seller protections.
Khaitan & Co. analysed 265 private-equity and venture-capital deals in India for 2025, finding a marked rise in contractual safeguards. Price-adjustment clauses featured in 24% of transactions, more than double the previous year, and post-closing adjustments now account for 74% of those clauses. Sellers are subject to non-compete clauses in 80% of deals and non-solicit clauses in 77%, with longer restriction periods becoming common.
Disclosure practices have tightened, with updated disclosure letters in 73% of deals and buyer walk-away rights in 77% of those cases. The sector mix is evolving, as technology-related deals fell to 14% while manufacturing rose to 11%, and other areas such as pharma, retail, real estate, EVs, aerospace and defence attracted capital. The trends indicate a more mature market where risk is increasingly shared between buyers and sellers.
Why it matters
The shift toward tighter deal terms signals growing sophistication and risk-management in India's fast-growing private-equity market.
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