Corporate Restructuring
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Transcript of Corporate Restructuring
BY MANOJ AND CHANDER
FINANCIAL ASPECTS
FINANCIAL ASPECTS
LEGAL ASPECTS
LEGAL ASPECTS
COMMERCIAL ASPECTS
COMMERCIAL ASPECTS
BENEFIT
S
BENEFIT
S
SHAREHOLDERS WEALTHSHAREHOLDERS WEALTH
FINANCIAL INSTITUTIO
NS
FINANCIAL INSTITUTIO
NS
PUBLIC AT LARGE
PUBLIC AT LARGE
CREDITORSCREDITORSCORPORATE RESTRUCTU
RING
CORPORATE RESTRUCTU
RING
TAX BENEFITS
TAX BENEFITS
CORE COMPENT
E-NCY
CORE COMPENT
E-NCYUNLOCKI-
NG VALUE
UNLOCKI-NG
VALUE
OPTIMUM CAPITAL
STRUCTURE
OPTIMUM CAPITAL
STRUCTURE
Our vision: CR Wing
We at Corporate Professionals realize that in this era of dynamism and explosion of globalization, it is imperative to run an effective and efficient CR wing, by providing clients with innovative and easy-to-adopt solutions.
Right now we are focusing mainly on SMEs.
CR SQUAD
OUR EXISTING OFFERINGS
RESTRUCTURING ADVISORY
Domestic & International Taxation AdvisoryLegal AdvisoryFinancial AdvisoryTransaction Advisory
JOINT VENTURE ADVISORY
Legal documents vettingAdvising on important clausesAchieving adequate controlAgreement Framing & Vetting
MERGERS & AMALGAMATIONS
Consolidation of CompaniesAchieving Tax BenefitsUnlocking ValueAchieving optimum Capital Structure
VALUATIONBusiness ValuationMerger ValuationFEMA Valuation
CAPITAL REDUCTION
Solution to Over-capitalizationWiping off Book lossesFinancial ReengineeringAdvantage of Assessed Tax losses
BIFR CASES
Revival of BusinessTax BenefitsMaking Company attractive for sale
PRIVATE EQUITY FUNDING & DEAL MAKING
Liasioning with Private equity investorsOptimum Ownership structureEquity Debt mix
GOALS & OBJECTIVES
Quick Lead conversionInnovative, better and easy-to-adopt
solutionsQuality Client ReservoirManaging efforts put into lead conversionStriving for better standards at all levels
EXISTING MARKETING PLAN
Promotion done under the composite marketing plans of CP
No independent marketing activities undertaken for the CR wing
MAJOR CLIENTS SERVED
Merger of Visesh & MPS Technosoft Demerger of DCM Group Advisory to NIIT Demerger Advisory to Wrigley India Merger Advisory to Surana Group Restructuring Advisory for Merger of Firms to Mira Exim Merger of NAM Credit & 3 D Merger of Surya Vinayak Group Merger of Agroecommerce Demerger & Merger of Express Builder
Group Merger of Capital Hotels Group
MAJOR ASSIGNMENTS IN HAND
IEC Softwares LimitedPG Foils LimitedPsychotropics India LimitedSturdy Industries LimitedSurya Vinayak Group Anant Raj Industries Limited (Joint Venture
Advisory)Anant Raj Industries Limited (Restructuring
Advisory)
LIST OF PROSPECTIVE WORK
Sir GroupGandhar GroupZoom Capital LimitedAlankit GroupBholebabaChokani GroupFilatex
OUR STRENGTH AREAS
Consolidated Service Model at very Competitive Cost
Expertise over SEBI laws, Corporate and Tax Laws
Very good liaising with SEBI, Stock Exchanges & Other Regulatory Authorities
Adequate mix of professionals having sound knowledge in their respective fields
Ability to provide Financial, legal and Taxation Advisory services
AREAS NEEDING ATTENTION
Delays in lead conversion due to unavailability of regularly needed formats and checklists
Presentations not matching client’s specific needs
Lack of a proper Time-schedule for carrying out client’s work
Efforts put into Lead conversion not being managed properly
WAYS TO TACKLE THE ISSUES
CENTRALISATION - Making drafts of all the documents like Valuation Report, Opinions, proposals etc.
BROCHURES - Separate brochures for all our product offerings.
RESEARCH & DEVELOPMENT - Creation of a database of relevant taxation, corporate laws and useful business developments taking place worldwide.
CENTRALISATION
Drafts should be made of various documents like: Proposals PPT Presentations for BIFR Cases, other specific cases Opinions and other recurring documents
Advantages: Minimization of duplication Efficiency in working Consistency in operations
BROCHURE DEVELOPMENT
Preparing separate brochures for all our offerings like Mergers, Deal Making, Restructuring Advisory and all other products
Advantages: Catering to specific client needs(separate brochure for separate activity) Aid us in Initial Client meetings Reflects proficiency in the fields
REQUIREMENTS & TIME TARGET
• Team Requirements - • Minimum 2 Managerial persons• Minimum 2 Technical persons
• Time Target – 1 month:At least 1 team member will have to work
for half of the day, in order to achieve the aforesaid target of Centralization, Brochure development (Product specific) and Research & development database.
NEW PLAN OF ACTION
NEW PRODUCT IDENTIFICATION
Cross Border Restructuring – Planning overseas restructuring activities
International Taxation Opinions - planning the most tax efficient organization structure
Expand Existing Products – We are making continuous efforts to expand our scope of existing services
CROSS BORDER RESTRUCTURING
Planning overseas Capital structuresOverseas investment advisoryPlanning tax efficient cross borders
structures
INTERNATIONAL TAXATION
Double tax avoidance treaties interpretationOpinions on tax rules overseasMinimizing tax levy in cross border
transactions
EXPAND EXISTING PRODUCTS
Valuation – We are making more efforts to penetrate into Property valuation and Voluntary valuation
NEW MARKETING PLAN
Composite marketing under CP brand name would be enough.
No need for separate advertisements in Professional magazines, sponsorship in seminars etc.
SOME MARKETING POSSIBILITIES
Pamphlets – In case need arises then we might distribute pamphlets giving an overview of our activities in seminars or otherwise.
Internet – Increasing our Internet presence by making more CR information available on our company site.
BUDGETED REVENUE Targets for the year 2008-09
Assignments Activity Professional Fees
(including out of
pocket)
Average Fees
Number
during the last year
Expected
Number
Work in hand
Total
INVESTMENT BANKING
M & A Merger – Listed company 500000 - 600000
550000 18 4
4,400,000Merger – Unlisted company 300000 -
400000350000 3
18 56,300,000
Demerger – Listed company
700000 - 800000
750000 2 0
1,500,000Demerger – Unlisted company
300000 - 400000
350000 3 0
1,050,000Composite Scheme of Restructuring
500000-2000000
1000000
2
2,000,000Reduction of capital – Listed company
300000 - 400000
350000 12 0
700,000Reduction of capital – Unlisted company
200000 - 250000
225000 1 1
225,000Advisory on Restructuring 50000-
200000100000
8 0800,000
Valuation of Business* 25000 - 100000
30000 5 2
150,000
Others Legal Opinion 15000-25000 15000 5 0 75,000Shareholders Agreement 15000 -
5000020000
5 1100,000
TOTAL 17,300,00
0
CONCLUSION
Corporate Restructuring is the process which takes an entity(s) from its present position to its desired optimum position.