Group restructuring

Approach and deliverables

We compare the current and proposed structure, including intercompany balances, guarantees, licences and contracts. A simpler organisation chart can still create tax, company-law or foreign-exchange dependencies.

Deliverables can include a structure comparison, approvals map and step plan. Each step records the entity responsible, required evidence and conditions that must be satisfied before moving to the next transaction.

1. Define the commercial objective and compare the current and proposed positions.
2. Map assets, obligations and relationships to their actual entity holders.
3. Identify the advice, consent and execution dependencies for each proposed step.
4. Track completed actions against the agreed structure and operating handover.

Keep proposed transactions separate from completed ones. Each intermediate step should leave an intelligible record of who holds the relevant assets and obligations.

Records to prepare

• Current and proposed ownership charts
• Entity accounts and intercompany balances
• Funding, guarantee and material contract records
• Commercial objectives and target timetable

Reconcile intercompany balances from both sides and identify differences before they enter a transaction schedule. Include shared service arrangements, intellectual property and security granted for another entity’s borrowing. A group-level total can conceal entity-specific exposures.

A practical example

Moving a business into another group entity may affect a lender covenant or customer contract even when the ultimate owners stay the same. Include those consents in the plan.

For that business move, prepare a contract and permission schedule showing the current holder, proposed treatment and evidence needed. Also identify invoicing, payroll and system changes so the operational team does not act on the proposed chart before the relevant transaction is completed.

Scope and responsibilities

The service does not promise tax neutrality or automatic permission transfers. Valuation, scheme proceedings, specialist tax opinions and overseas advice are separately commissioned.

The proposal specifies the entities, periods, filings and coordination included. Client approval of factual statements and continuing operational responsibilities is recorded before implementation.

The handover records executed steps, pending conditions and the resulting entity-level schedules. It identifies the custodian of transaction documents and owners of post-completion updates. Later restructuring steps and remediation of pre-existing defects are included only where the written scope covers them.