MOVLEGAL

Restructuring & Demerger

Reorganising the business without disrupting the one that’s already running.

Corporate restructuring is rarely undertaken lightly — it’s usually driven by succession planning, sector-specific regulatory requirements, tax efficiency, or the need to ring-fence a specific liability or business line. MovLegal advises corporates through demergers, slump sales, capital reduction, and share swap arrangements, helping clients choose the structure that serves the underlying business objective without disrupting operations mid-restructuring.

Why This Matters

Restructuring transactions move through multiple regulatory checkpoints — the Registrar of Companies, the Regional Director, the NCLT, and in listed contexts, stock exchanges and SEBI. A scheme that isn’t structured correctly at the outset can stall for months at any one of these stages, so early planning matters as much as the paperwork itself.

Our Restructuring & Demerger Services

Structuring Advisory

Evaluating demerger, slump sale, capital reduction, and share swap routes against tax treatment, stamp duty exposure, and the regulatory approval pathway each option requires.

Scheme Drafting & NCLT Proceedings

Drafting schemes of arrangement and demerger, and representing clients before the National Company Law Tribunal through to sanction, including coordination with valuers and statutory auditors.

Regulatory & Stakeholder Coordination

Liaising with the Registrar of Companies, Regional Director, official liquidator, and — where the entity is listed — stock exchanges and SEBI, to keep the approval process moving.

Asset & Liability Allocation

Structuring the transfer of specific undertakings, contracts, employees, and liabilities between resulting entities in a manner that is legally clean and operationally workable.

Post-Scheme Compliance

Advising on licence transfers, novation of contracts, and updating statutory registrations once a scheme becomes effective, so the restructuring is complete in practice, not just on paper.

Who We Work With

  • Family businesses restructuring ahead of succession or generational transfer
  • Companies separating business divisions to attract sector-specific investment
  • Listed companies executing NCLT-sanctioned mergers or demergers
  • Groups consolidating multiple entities into a simplified holding structure

Get in Touch

If you’re considering a restructuring, demerger, or scheme of arrangement, our team can help you map the regulatory path before you commit to a structure. Book a consultation to discuss your options.

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