CorpIntellect

Corporate Law Advisory

Our corporate law services include:

  • Company law compliances
  • Advisory on corporate restructuring such as mergers and acquisitions, demerger, slump sale, buy back, etc for unlocking enterprise value. Advisory on bonus issue, right issue, share split, ESOPs etc
  • Due diligence of potential buy outs and project investments
  • Developing and reviewing Share Transfer Agreements, JV agreements, ESOP contracts, Foreign investment and Divestment agreements, Business contracts etc
  • Commercial Arbitration
  • Representation before NCLT

FAQs On Corporate Law Advisory

Corporate restructuring is the process of reorganizing a company’s structure, operations, or finances to improve efficiency, adapt to market changes, or enhance profitability. This can involve mergers, acquisitions, divestitures, or changes in the capital structure

Unlocking enterprise value through demergers can be an effective strategy for companies looking to enhance shareholder value. Here’s how it works:

1. Focus on Core Business

  • Streamlining Operations: By separating non-core segments, a company can concentrate on its primary business, improving efficiency and management focus.
  • Resource Allocation: Freed-up resources can be better allocated to core operations, fostering growth.

2. Increased Transparency

  • Clearer Financials: Demerged entities can present clearer financial statements, allowing investors to better understand the value and performance of each business.
  • Performance Metrics: Each unit can be evaluated on its own merits, making it easier to assess management effectiveness.

3. Tailored Strategies

  • Independent Growth Plans: Each entity can pursue strategies that are more aligned with its market and operational goals, leading to better market positioning.
  • Flexible Capital Structure: Each business can adjust its capital structure to suit its risk profile and growth opportunities.

4. Market Valuation

  • Reduced Conglomerate Discount: Markets often undervalue conglomerates due to complexity. Demergers can lead to more accurate valuations based on the specific strengths of each business.
  • Attracting Different Investor Bases: Each entity can appeal to different types of investors, potentially increasing overall market capitalization.

5. Improved Management Accountability

  • Performance Measurement: Independent management teams can be held accountable for their respective businesses, which can drive performance improvements.
  • Incentive Alignment: Management can be incentivized based on the success of their specific unit, fostering a results-oriented culture.

6. Strategic Partnerships and Acquisitions

  • Enhanced Flexibility: Independent companies may find it easier to form partnerships or pursue acquisitions that align with their new strategic objectives.
  • Focused Investments: Each entity can attract investment focused specifically on its operational needs.

7. Shareholder Engagement

  • Direct Value Realization: Shareholders can benefit directly from the value created in each new entity, often leading to increased shareholder satisfaction and loyalty.
  • Potential for Dividends: Each entity may have different cash flow profiles, allowing for tailored dividend policies that can enhance returns to shareholders

Corporate law due diligence is crucial in potential buyouts as it helps buyers assess legal risks and liabilities associated with the target company. This process involves:

  1. Reviewing Corporate Documents: Analyzing bylaws, shareholder agreements, and other foundational documents to ensure compliance and identify any restrictions.

  2. Identifying Liabilities: Evaluating pending litigation, regulatory issues, and outstanding debts to understand potential financial exposures.

  3. Assessing Contracts: Examining key contracts with customers, suppliers, and employees to identify obligations that may impact valuation or operations.

  4. Understanding Compliance: Ensuring the target adheres to applicable laws and regulations, which helps mitigate future legal risks.

  5. Evaluating Intellectual Property: Verifying the ownership and protection of intellectual property assets, which can significantly affect the target’s value.

Commercial arbitration is a method of resolving disputes outside the courts, where parties to a commercial contract agree to submit their disagreements to one or more arbitrators. The arbitrators, who are often experts in the relevant field, review the evidence and arguments presented by both sides and make a binding decision. This process is typically faster and more flexible than traditional litigation, and it often allows for greater confidentiality. Arbitration can be specified in contracts in advance or agreed upon after a dispute arises, making it a popular choice for businesses seeking efficient and effective dispute resolution.