Corporate and M&A in Sri Lanka

D. L. & F. De Saram

D. L. & F. De Saram advises international and domestic clients on corporate and commercial mandates, including compliance and regulatory matters, M&A, capital market transactions, restructuring, projects and infrastructure, tax and labour. Recently, the group has been involved with several complex cross-border restructurings transactions and acts as local counsel on multinational matters alongside international law firms. Savantha De Saram heads the team alongside Aloka Nandasena, both also specialise in taxation, real estate and construction, projects and energy. Managing associate Inshira Hanifa is a standout name beyond partner level, holding expertise within the banking, real estate, construction and finance fields.

Practice head(s):

Savantha De Saram; Aloka Nandasena

Other key lawyers:

Hansi Abayaratne; Inshira Hanifa


‘Transparent communication.

‘Professional and timely approach to getting the work done.’

‘The team who handled our Corporate and M&A matters were extremely knowledge on variety of areas ranging from tax, law of contracts, capital markets, real estate, employment, antitrust, regulatory, environment & Intellectual Property.

‘Their ability to work under very tight deadlines was remarkable. Their excellent interpersonal skills were unique. Comparatively, they can be rated as the best in the industry as at present.’

‘The reason they stand out in addition to their capabilities is their unique personalised, generous and genuine relationship with their client.’

‘The team has well experienced and qualified staff for every legal matter.’

‘The many departments in the firm has qualified and knowledgeable lawyers. They attend to matters immediately as per the urgency. We are satisfied with their service.’

‘Individual’s attention is very much better and quick compared to other law firms that I have dealt with.’

Key clients

Capital Alliance Limited

Sri Lanka Telecom PLC

Hemsons International (Private) Limited

Tropical Healthfood (Private) Limited

Kanrich Finance Limited

GPV International A/S

Colombo Stock Exchange

Mobitel (Private) Limited

Work highlights

  • Advised Capital Alliance Limited on obtaining a listing on the Diri Savi Board of the Colombo Stock Exchange by way of an Offer for Subscription amounting to LKR 412 million.
  • Advised Sri Lanka Telecom PLC on the divestment of its fully owned subsidiary SLT Campus (Private) Limited (being a leading education institute) where the aggregate transaction value was LKR 1.86 Billion.
  • Advised Tropical Healthfood (Private) Limited on the divestment of 100% of its stated capital to Diesel & Motor Engineering PLC at a transaction value of LKR 450 Million.

F. J. & G. De Saram

F. J. & G. De Saram assists clients on the full spectrum of corporate and commercial law, with the practice’s key strengths lying in M&A, taxation and capital market matters, among other work. The team works alongside domestic as well as international blue-chip companies, and as of late, has advised on anti-laundering policies in line with domestic law. Team head Buwaneka Basnayake is highly proficient in the entire array of commercial matters, particularly in capital markets and company law, and offers his expertise in restructuring work involving large amounts of companies. Alongside Bassnayake, Shanaka Gunasekara thrives in pre-litigation employment advisory matters, data protection and privacy, computer law and telecommunication. Other names overseeing the practice include Ayomi Aluwihare-Gunawardene, Shehara Varia and Anjali Fernando.

Practice head(s):

Buwaneka Bassnayake; Shanaka Gunasekara; Ayomi Aluwihare; Shehara Varia; Anjali Fernando.


‘FJ&G has a strong team of partners and lawyers that provide an efficient and comprehensive legal service in corporate and M&A work.’

‘We have been impressed by their depth of knowledge and responsiveness to queries, particularly compared to other legal firms we have dealt with in Sri Lanka.’

‘They are also well placed to consider unusual corporate or transaction structures and provide solutions for our requirements’.

‘Buwaneka Basnayake is a one of the best corporate lawyers we have dealt in Sri Lanka or elsewhere. He has extremely in-depth knowledge of Sri Lankan companies and capital market legislation, and is always very thorough and solution-driven when providing responses to our queries.’

‘Buwaneka Basnayake supported us in complex international acquisitions and corporate restructurings. He is also very responsive to requests and easy to each for quick clarifications.’

‘Friendly service.’

Key clients

Asia Development Bank

Reliance Retail Ventures Limited

Colombo Stock Exchange

Pearson Lanka (Private) Limited

Shangri-La Hotel



Unilever Sri Lanka Limited

Aitken Spence

Dialog Axiata PLC

Sunshine Holdings Limited

Ceylon Biscuits Limited

Hela Clothing Group of Companies

Tata Steel Limited

Khaitan & Co

D L A Piper


TMI Associates


Rizing LLC

Allen and Overy

Baker and McKenzie

Jun He

Work highlights

  • Acted as lead counsel for Asian Development Bank in this matter which was in relation to an investment of up to USD 80 million in John Keells Holdings PL.
  • Advised Jetwing Hotels Limited as lead counsel on the acquisition of a company, including reviewing and negotiation of the underlying transaction documents.
  • Advised Hela Apparel Holdings Limited (the Company) on the legal and regulatory aspects of a listing, carried out a limited due diligence on the company, and advised on the drafting of prospectus based on the findings of the due diligence.

Julius & Creasy

Julius & Creasy works alongside top-tier international law firms, advising clients on a diversity of matters including foreign direct investments, drafting security documentation over moveable assets and reviewing commercial agreements across various industry sectors. The team is overseen by Amila Fernando, an expert in matters within IT and telecommunication, hospitality and leisure, finance, infrastructure and manufacturing sectors. Alongside Fernando, Anandhiy Gunawardhana co-leads the group, and is a specialist within capital markets, corporate and commercial laws, as well as IT, media and telecommunications law. Partner Diluka Rodrigo advises local and international clients on a diversity of mandates such as capital reductions, restructures and disposal of subsidiaries, whereas Shane Silva provides the group with experience in security, corporate restructurings and FDIs and start-ups.

Practice head(s):

Amila Fernando; Anandhiy Gunawardhana

Other key lawyers:

Diluka Rodrigo; Shane Silva


‘The team is very capable of helping clients understand the legislative and regulatory implications of new business initiatives and expansion plans, both locally and internationally.

‘The individuals have very high commercial awareness which enables them to provide pragmatic, business-minded legal advice.’

‘Our interaction with Anandhiy Gunawardhana alongside her knowledge of the laws applicable to capital markets and commercial contracts in Sri Lanka has been exceptional.’

Key clients

HID CID Limited

Corporate Managers & Secretaries (Pvt) Ltd

Bluepoint Capital Partners (USA)

Work highlights

  • Advised Corporate Managers & Secretaries (Pvt) Ltd pertaining to a situation covered under the Companies Act No. 07 of 2007, the governing for corporate law in Sri Lanka.
  • Assisted CID Limited by drafting a Joint Venture agreement and Memorandum of Understanding.
  • Conducted a legal due diligence of the Sri Lankan entity in respect of the acquisition of Stax group by Bluepoint Capital Partners.

Tiruchelvam Associates

Tiruchelvam Associates provides specialist knowledge to both regional and international clients, supporting on an array of corporate structuring, foreign direct investment and M&A mandates; the team assists in several sectors such as energy, healthcare and infrastructure development and is led by Asanka Abeysekera, a lawyer well-versed in real estate alongside corporate mandates who is particularly reputed for her knowledge in cross-border transactions and investments in immovable property. Alongside Abeysekera, Laila Nasry co-leads the group, overseeing a wealth of corporate transactions. At the more junior level, senior associate Nirosha Peiris offers the team extensive knowledge in corporate governance matters alongside expertise in regulatory matters, most notably foreign exchange law.

Practice head(s):

Asanka Abeysekera; Laila Nasry

Other key lawyers:

Nirosha Peiris


‘It was very easy to discuss matters and business.’

‘Nirosha Peiris was very open and direct about everything and at the same time, very calm and polite.’

‘Great to work with, an in depth understanding of the reality of working in Sri Lanka and is able to offer timely, sensible, and real world advice.’

‘In our organisation’s experience, Tiruchelvam Associates comes with a remarkable depth of knowledge and experience not just in the legal field, but also it its understanding of various aspects of administration, banking and governance in Sri Lanka. This makes them an ideal firm to engage with.’

‘The team has a wide network cast across the country and globally which enhances the quality of their work.’

‘The team has expertise and experience to provide advice that is credible and we depend on this service.’

‘The personalised service is much appreciated’.

Key clients

Galadari Hotels (Lanka) PLC

Galadari Brothers LLC

Takeda Group of Companies

HCL Technologies

Sarvodaya Group

Global Payments Asia-Pacific Limited/ Global Payments Inc.

Novo Nordisk A/S

Heineken Lanka Limited

Cisco Systems Management B.V.

Applexus Technologies Inc.

Dahnay Logistics Private Limited

Fujiwara Co. Ltd

Fujisun (Pvt) Ltd

Kalbe International

Pidilite Industries Limited

Work highlights

  • Advised a Chinese SOE on its proposed acquisition of a majority stake in Sri Lanka’s first local automobile manufacturing/assembling company.
  • Advised freight forwarder Dhanay Logistics in the share restructure of the Sri Lankan entity and amendments to the joint venture agreement.
  • Represented a Client at the Department of Foreign Exchange to regularise its (approx) USD 1 million foreign equity investment in the Company.

Nithya Partners

Nithya Partners covers the full range of corporate activity and governance matters. The team frequently structures significant capital raising and M&A regional transactions, also possessing thorough experience in handling compliance and regulatory requirements. In addition, the group specialises in business restructuring alongside complex shareholder litigation. With over 30 years of experience in Sri Lanka’s financial sector, Naomal Goonewardena heads the practice, possessing a strong roster of domestic and multinational clients; his core strengths lie in international bond issues, derivatives, taxation and foreign direct investments. Nirusha Ranjitkumar is the other co-head and is particularly seasoned in assisting clients in foreign direct investment and exchange control laws and has been instrumental in significant domestic M&A.

Practice head(s):

Naomal Goonewardena; Nirusha Ratnatunga


‘The team has great knowledge.’

‘Neomal is has vast knowledge and experience in the industry compared to the competitors.’

‘Reliable service in M&A.’

Key clients

LB Finance PLC

Tempest P.E Partners

Ambeon Holdings PLC

Sunshine Holdings PLC

PGP Glass

Technomedics International (Pvt) Ltd

Commercial Credit and Finance PLC

RIL Property PLC

Tropical Health (Private) Limited

Work highlights

  • Acted for Tempest P.E Partners and a consortium of investors in their acquisition of SLT Campus Limited.
  • Advised Ambeon Holdings PLC on the disposal of its equity stake in South Asia Textiles Limited to Hayleys Fabric PLC for a sum of approximately LKR 3.9 Billion.
  • Acted for PGP Glass, in its acquisition of Piramal Glass PLC, one of the largest acquisitions on the CSE with a deal value of LKR 6.8 Billion.

Sudath Perera Associates

Sudath Perera Associates' array of work includes compliance matters, M&A, projects, capital markets advisory, inbound FDI, PPPs, corporate restructuring and regulatory. The practice has recently been occupied on multijurisdictional IPOs, alongside domestic infrastructure and construction projects. Professional service companies alongside international law firms depend on the team to act as local legal counsel regarding regulatory/compliance, transactional and investment advisory work. The practice is overseen by Dushyantha Perera who is meticulously knowledgeable in corporate transactional and finance matters, including foreign direct investment and public-private partnerships. Senior associate Hafsa Ifthikar is particularly proficient in regulatory and compliance matters.

Practice head(s):

Dushyantha Perera

Other key lawyers:

Hafsa Ifthikar

Key clients

James Finlays Ltd

Toyota Lanka (Pvt) Ltd

Fonterra Brands Lanka (Pvt) Ltd

Nippon Paints Sri Lanka

People’s Merchant Finance PLC

The Exterminators (Pvt) Ltd

Kuehne & Nagel Lanka

Bolton Remote

The Esquel Group


3M India Limited

Work highlights

  • Advised Circularity Capital as Sri Lankan legal counsel, in its growth capital investment into Cocogreen Substrates.
  • Advised James Finlays Ltd, as Sri Lankan legal counsel on the sale of its majority shareholding in Udapussellawa Plantations PLC. In addition to this, assisting on the sale of Hapugastenna Plantations PLC to Browns Investments.
  • Represented Luminex Ltd, a leading telecommunications infrastructure engineering company in Sri Lanka, on its proposed Initial Public Offering (IPO) on the Colombo Stock Exchange.


Clients of Varners include domestic, as well as international investors, who depend on the practice to establish themselves in Sri Lanka. The practice also assists clients on negotiating settlements and terminating agreements, as well as assisting with restructuring. The team supports on the conversion of ownership when it comes to state ventures and provides input at all stages of infrastructure development projects. Raj Selvaskandan co-leads the team with Mahinda Haradasa and is established within financing, including acquisition finance, syndicated loans and leveraged finance; the pair are also proficient in corporate due diligences, capital markets, M&A, and intellectual property. Another notable name is Krishanth Rajasooriyar, a senior associate who assists corporate employers on matters such as labour and employment law application, recruitment, employment structuring, as well as retirement and terminations.

Practice head(s):

Raj Selvaskandan; Mahinda Haradasa

Other key lawyers:

Krishanth Rajasooriyar


‘Unrivalled capability.’

‘The practice has given us timely and accurate service over the years.’

‘This is a dependable practice that has always delivered.’

‘What makes Varners unique is that we are able to get practical advise on the risks as well as the route towards mitigating the risks with a view to getting the deal completed. We feel this capability is quite rare amounts legal professionals.’

‘The Stregnth, confidence and sticking to the core values of the deal, is really the cornerstone of working with Varners.’

‘We feel the the Senior partner as well as the associates, all have shown timely and accurate service to us, over the years. This is dependable practice, that has always delivered.’

Work highlights

  • Advised Sino Lanka Power in buying a group with foreign investors engaged in the local power sector. We were retained by our client to structure the transaction and protect their investment, amongst other services.
  • Advised the developer Colombo City Centre Partners on the termination of a joint venture with a Singapore-based investor. This was a complex matter that involved resolving negotiations with multiple parties.
  • Advised HerCapital on structuring the fund, setting up of the company, local law compliance, and advising / drafting of relevant agreements to protect the interests of the client vis-à-vis the fund, manager, and the third party investors.


LegalBase works alongside domestic and international clients across multiple sectors such as finance, real estate, private equity and consumer goods. In addition to this, venture capital firms, as well as boutique equity houses, depend on the team’s expertise to preserve their investments and avoid risk. Head of the practice Ali Tyebkhan works alongside leading law firms and global businesses; his 20+ years of experience advising multinational clients means he is well equipped to deal with multijurisdictional issues and his core strengths also lie in intellectual property, corporate and commercial as well as private equity law. Natasha Burhan and Sudath Perera are also important names who support the department.

Practice head(s):

Ali Tyebkhan

Other key lawyers:

Natasha Burhan; Sudath Perera


‘The team are experts in their respective fields.’

‘Deep industry knowledge and the ability to understand the scope of the project very quickly.’

‘The team are super responsive, diving deep into the subject matter.’

Key clients

Edible Arrangements

M Advocates


The Smarty Train Limited

Marvel Limited

Avasam Limited

GMG Middle East Services

Role Models

Maltras International (Pvt) Limited

Seamlessly Limited


K10 Apprenticeships Limited

Broker Back Office Limited

Eswaran Brothers

Mithril Asset Management


George Petch International UK

W Food Group Pty Ltd

Broker Back Office Limited



Work highlights

  • Assisted ADG with ongoing services in connection with a number of varied corporate and transactional matters.
  • Advised GMG Middle East Services on corporate, commercial and M&A projects.
  • Advised K10 Apprenticeships Limited on a wide range of day to day corporate and commercial work, including advising on appropriate contractual arrangements as well as structuring, drafting, reviewing, and negotiating their contracts.