Elevated view of a modern corporate campus of linked glass office blocks and landscaped courtyards
Diligence & Governance

Structuring the entity
for public markets.

Mergers, demergers, slump sales and holding-company structures designed to optimise the entity for public markets and tax efficiency — the unglamorous work that quietly decides whether a listing succeeds.

Few companies are incorporated in the shape that public markets reward. Group simplification, the right holding structure, and clean inter-company arrangements often need to be put in place well before a DRHP can be credibly drafted.

Group simplification.

Founder-led groups frequently accumulate a web of related entities, cross-holdings and inter-company transactions over the years. Before listing, this complexity needs to be rationalised into a structure investors can understand and SEBI will accept. We design and execute the consolidation — mergers, demergers and slump sales — with an eye on both the regulatory and tax consequences.

Holding structures & tax efficiency.

The choice of listing entity, the treatment of subsidiaries and associates, and the structuring of promoter holdings all carry significant tax and governance implications. We work alongside tax counsel to design a structure that is efficient, defensible and aligned with the long-term interests of the promoter group and incoming public shareholders.

What you receive

Key deliverables.

Concrete, documented outputs you can rely on — not slideware. Each engagement is scoped to your situation, but these are the core deliverables this service produces.

01

Group simplification

Rationalising cross-holdings and related entities into a clean, listable structure.

02

Merger & demerger design

Schemes structured for regulatory approval and tax efficiency.

03

Slump sale execution

Business transfers structured to isolate the listing entity cleanly.

04

Holding-company strategy

The optimal listing-entity and subsidiary architecture for public markets.

How we work

The approach.

A structured, partner-led process designed to surface issues early and deliver outputs that withstand the scrutiny of underwriters, investors and the regulator.

01

Structure diagnostic

Mapping the existing group, its entities, cross-holdings and inter-company arrangements.

02

Target structure design

Designing the optimal listable structure with tax counsel and considering all stakeholder impacts.

03

Scheme execution

Drafting and executing the mergers, demergers or slump sales, including approvals.

04

Pre-filing readiness

Ensuring the restructured entity is clean, settled and ready for the DRHP narrative.

Related services

Often paired with.

This service rarely stands alone. These complementary engagements are frequently delivered alongside it as part of a single, integrated mandate.

Ready to discuss
your diligence needs?

Book a confidential consultation. We'll review your situation, explain how our services can support your objectives, and outline a clear path forward — with no obligation.