Corporate Restructuring Advisory
We advise on corporate and group restructuring — mergers, demergers, slump sale, hive-off, capital reduction and NCLT schemes — for value creation, tax efficiency and governance clarity.
Overview
Restructuring is often the highest-leverage lever a board can pull — unlocking value trapped in complex structures, separating unrelated businesses or preparing for a fund raise, IPO or exit.
We combine tax, legal and secretarial expertise to design and execute restructuring that is commercially clean, tax-efficient and NCLT-ready.
Our Corporate Restructuring Services
Restructuring Types
- •Merger and amalgamation
- •Demerger and spin-off
- •Slump sale and business transfer
- •Hive-off and asset transfer
- •Reduction of share capital
- •Cross-border and inbound restructuring
Group Restructuring
- •Holding company / SPV structure design
- •Consolidation and simplification of group entities
- •Family and promoter group restructuring
- •Pre-IPO and pre-exit group clean-up
Execution
- •Scheme of arrangement drafting
- •NCLT petition and representation
- •Regulatory, tax and stamp-duty advisory
- •Post-scheme integration and compliance
How we work
- 01
Objective
Clarify commercial objective and constraints.
- 02
Design
Restructuring structure with tax and legal optimisation.
- 03
Execute
Scheme drafting, filings and NCLT approvals.
- 04
Integrate
Post-scheme accounting, tax and compliance.
Why clients choose us
- ✓Integrated tax, legal and secretarial team
- ✓NCLT scheme experience across sectors and sizes
- ✓Commercial focus — value creation, not just documentation
Challenges we help you navigate
Fragmented advisors, uneven quality
Most corporate restructuring mandates cross tax, legal, finance and secretarial workstreams. Handing them to separate advisors creates gaps in strategy, timelines and accountability.
Regulatory complexity and shifting law
The regulatory landscape around corporate restructuring has moved quickly in the last few years. Precedents, circulars and enforcement priorities change how a matter should be structured and defended.
Commercial trade-offs, not just paperwork
Every corporate restructuring decision affects cash, tax, timelines and stakeholder trust. Documentation alone is not enough — the underlying commercial call has to be right.
Execution capacity under time pressure
Boards and promoters usually engage on a deadline — a filing, a board meeting, a diligence, a hearing. Slippage is expensive and often irreversible.
Is this right for you?
We work best with organisations that recognise themselves in the profiles below. If any of these describe your situation, we should talk.
- ✓Promoters and boards evaluating a corporate restructuring decision for the first time
- ✓Growth and mid-market companies that need integrated corporate restructuring advice under one roof
- ✓Family-owned businesses balancing commercial goals with governance and succession considerations
- ✓Investors, lenders and other stakeholders assessing a counterparty on corporate restructuring matters
- ✓Listed and IPO-bound companies needing disciplined corporate restructuring execution alongside disclosure obligations
What you receive
- Diagnostic memo on the corporate restructuring objective, options and key risks
- Detailed workplan with responsibilities, timelines and dependencies
- Structured documentation package — filings, submissions, contracts or schemes as applicable
- Board / promoter briefing notes at each decision point
- Coordination log with intermediaries, regulators or counterparties
- Handover file with post-engagement compliance and monitoring calendar
How the engagement runs
Kick-off & diagnostic
Week 1–2
Fact-gathering, exposure assessment, option evaluation and workplan sign-off with the promoter or board.
Structuring & drafting
Week 3–6
Design of the preferred structure, drafting of core documents, tax and regulatory positioning, internal review cycles.
Execution & filings
Week 6–12
Filings, negotiations, hearings or coordination with counterparties, regulators and intermediaries.
Closure & handover
Post go-live
Post-engagement compliance calendar, monitoring framework and knowledge transfer to internal teams.
Frequently asked questions
What is the difference between a slump sale and a demerger?
A slump sale is a transfer of an undertaking for a lump-sum consideration between two entities; a demerger under Section 2(19AA) is a tax-neutral separation into another company with shares issued to existing shareholders — subject to strict conditions.
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