Call No. : +91 70452 82751 / Mail Address : [email protected]

Landmarq

Talk To Lawyer

Corporate Restructuring Plans

To Obtain the Corporate Restructuring Plans, Kindly Provide the Following Details:

1. Company Profile & Organizational Structure

  • Company’s incorporation documents (MoA, AoA)
  • Current organizational chart
  • Shareholding pattern
  • Group structure (if applicable)

2. Financial Statements & Reports

  • Audited financials of the past 3–5 years
  • Balance sheet, P&L statement, cash flow statement
  • Details of outstanding debts, liabilities, and contingent liabilities
  • Auditor’s reports and notes to accounts

3. Legal & Regulatory Documents

  • Corporate licenses and approvals
  • ROC filings and annual returns
  • Copies of existing contracts, leases, or joint ventures
  • Tax compliance records (IT, GST, etc.)

4. Valuation Reports & Business Appraisal

  • Independent valuation reports (shares, assets, or entire business)
  • Business feasibility or viability reports
  • Asset revaluation details (if any)

5. Proposed Restructuring Objectives

  • Reason for restructuring (e.g., financial distress, tax optimization, strategic growth)
  • Desired outcome: merger, demerger, hive-off, acquisition, etc.

6. Draft Scheme of Arrangement or Restructuring

  • Step-by-step plan of the restructuring
  • Impact on shareholding, assets, liabilities, employees
  • Details of consideration, share swap ratio, etc.
  • Compliance under Section 230–232 of the Companies Act (India)

7. Board & Shareholder Approvals

  • Certified true copies of Board Resolutions
  • Notice, agenda, and minutes of meetings
  • EGM/AGM resolutions and shareholder approvals

8. Lender/ Creditor Consent (if required)

  • Consent letters or no-objection certificates (NOC) from banks, creditors, or NBFCs
  • List of secured and unsecured creditors

9. Employee & HR-related Documents

  • Number of employees and their terms
  • ESOPs or stock incentive plans
  • Impact assessment on employees and HR policy changes

10. Government or Regulatory Approvals

  • NCLT application drafts (if applicable)
  • SEBI, RBI, Competition Commission, or Stock Exchange approvals (in case of listed or regulated entities)
  • Draft filings like MGT-14, GNL-1, INC-28 (Companies Act compliance)

11. Tax Planning & Compliance Documents

  • Impact on income tax, GST, and transfer pricing
  • Tax liability projections post-restructuring
  • Advance rulings (if sought)

12. Communication & Stakeholder Strategy

  • Draft press release or public announcement (if listed)
  • Internal communication plan for employees and stakeholders

For inquiries or submission, contact us at: Email: [email protected] & Phone/WhatsApp: +91 70452 82751

1. What is Corporate Restructuring?

Corporate restructuring is a process where a company reorganizes its structure, operations, ownership, or finances to improve efficiency, adapt to market changes, reduce costs, or prepare for growth or mergers.

2. What are the types of corporate restructuring?

The main types include:

  • Financial Restructuring (e.g., debt restructuring, equity infusion)
  • Organizational Restructuring (e.g., changes in management or structure)
  • Mergers and Acquisitions (M&A)
  • Demerger or Spin-off
  • Divestiture
  • Joint Ventures or Strategic Alliances
  • Buybacks or Delisting

3. Why do companies undergo restructuring?

  • To improve operational efficiency
  • To manage debt or raise capital
  • To focus on core business
  • To respond to market competition
  • To comply with regulatory requirements
  • To prepare for mergers or IPO

4. Is restructuring the same as insolvency or bankruptcy?

No. Restructuring is often a proactive step to avoid insolvency. It can help a financially struggling company recover or improve its performance.

5. What are the key steps in a corporate restructuring plan?

  1. Assessment of current structure
  2. Identifying problem areas
  3. Strategy formulation
  4. Stakeholder communication
  5. Legal and regulatory compliance
  6. Implementation and monitoring

6. Who is involved in a restructuring process?

  • Board of Directors
  • Senior management
  • Legal advisors
  • Financial consultants
  • Shareholders
  • Creditors (in case of financial restructuring)

7. What are the legal requirements for restructuring in India?

  • Compliances under the Companies Act, 2013
  • Approvals from NCLT (for mergers/demergers)
  • Filing with ROC and SEBI (if listed)
  • Valuation reports, shareholder and creditor approvals

8. How long does a corporate restructuring take?

It can take 3 to 12 months or more, depending on the complexity and regulatory approvals involved.

9. What are the risks associated with restructuring?

  • Employee layoffs and morale issues
  • Operational disruptions
  • Regulatory delays
  • Stakeholder resistance
  • Loss of market confidence (if not managed well)

10. Does restructuring always involve layoffs or downsizing?

Not necessarily. Restructuring can also involve business expansion, mergers, or strategic realignment without reducing headcount.

11. How does restructuring affect shareholders?

It can lead to dilution or consolidation of shares, affect dividends, or improve share value if the restructuring improves financial performance.