Strategic Restructuring & M&A Advisory Services – CA Vijay Singh & Co.
Strategic Restructuring & M&A Advisory: Engineer Your Next Leap Forward
When organic growth isn’t enough, strategic transactions unlock exponential value.
Acquiring a competitor, divesting a non-core asset, or merging with a partner can give your business access to new markets, technology, and capital — faster than organic growth alone. M&A isn’t just for large corporations anymore; it’s a powerful lever for ambitious companies ready to scale.
We serve as your trusted advisor through these high-stakes moments, helping you structure, negotiate, and execute transformative deals with confidence.
What We Deliver:
Corporate Restructuring Advisory
We guide you through demergers, slump sales, and internal reorganizations to sharpen focus, unlock hidden value, and build a more efficient corporate structure.
Buy-Side M&A Advisory
From identifying the right targets to valuations, due diligence, and negotiation — we manage the entire acquisition journey to secure strategic growth at the right price.
Sell-Side M&A Advisory
For founders considering an exit or strategic sale, we prepare your company for maximum valuation, identify the right buyers, manage data rooms, and negotiate deal terms.
Post-Merger Integration (PMI) Support
We ensure a smooth transition post-deal — aligning people, processes, and systems to capture synergies and deliver the promised value of the transaction.
We were growing fast, but our finances were a black box. We were profitable on paper but always scrambling for cash. The Virtual CFO service didn't just clean up our books; it gave us a 13-week rolling cash forecast that changed how we made decisions. For the first time, we could see problems coming and act proactively. It was the difference between surviving growth and leading it.
As we prepared for our Series A, we knew our informal processes wouldn't pass investor scrutiny. The team came in and implemented a full set of internal controls, from procurement to payroll. When due diligence started, investors were impressed by our operational maturity. We didn't just get the funding; we got it on better terms because we were seen as a lower-risk investment.
Frequently Asked Questions
M&A accelerates growth, gives access to technology, and opens new markets faster than building from scratch.
When you see inefficiencies, non-core distractions, or upcoming funding rounds, restructuring can make your company leaner and more attractive to investors.
Poor due diligence or weak post-merger integration. Both can destroy value instead of creating it — which is why expert guidance is critical.
Depending on complexity, anywhere from 3–9 months, including target identification, negotiations, due diligence, and regulatory approvals.
Absolutely. M&A is no longer exclusive to large corporates many growing businesses use it to scale faster and gain strategic advantages.
Strategic Restructuring & M&A Advisory
Buy-side and sell-side advisory, scheme of arrangement, slump sale, demerger, and family business restructuring – structured to satisfy the Companies Act, Income-tax Act, and FEMA in a single coordinated engagement.
By CA Vijay R Singh, FCA
ICAI Membership No. 153926 | FRN 136869W | Practising since 2013
Quick Summary
Most restructuring engagements fail not at the deal idea, but at the execution – tax inefficiencies discovered late, FEMA filings missed, accounting positions that do not survive audit. This service covers the full lifecycle – from option assessment through documentation, regulatory filings, closing mechanics, and post-deal integration – with the Companies Act, Income-tax Act, and FEMA compliance run as one coordinated workstream.
Strategic Fit: Is this right for you?
Founders Selling
Selling all or part of a business.
Buyers Acquiring
Acquiring an Indian business or division.
Group Restructuring
Holdco creation, subsidiary mergers, demerger of business divisions.
Family Business Split
Consolidating or splitting across generations.
Distressed Asset
NCLT-driven sales, Section 12A IBC withdrawals.
NRI Owners
NRI-owned businesses being passed to next generation or exiting India.
Final Deliverables Checklist
Everything you receive at the end of the engagement.
- Option assessment memo (all viable routes ranked)
- Structuring memo (tax positions with statute references)
- Financial due diligence report
- Tax indemnity drafting input (alongside corporate counsel)
- Closing accounts (working capital, net debt, escrow)
- Stamp duty optimisation across states
- NCLT scheme petition support
- RBI / FC-GPR / FC-TRS filings
UNDERSTANDING THE RESTRUCTURING ROUTES
Tax-Neutral Routes
Where statutory conditions are met: Amalgamation (Sec 47(vi)), Demerger (Sec 47(vib)+2(19AA)), Holdco-Subsidiary (Sec 47(iv)/(v)), Company-to-LLP (Sec 47(xiiib)). Tax neutrality is condition-led.
Taxable Routes
Share purchase (capital gains), asset purchase (asset-by-asset gains, depreciation reset), slump sale (Sec 50B – going-concern), buy-back (Sec 68 – 23.296% company-side tax post FA 2025).
Companies Act Mechanics
Scheme of arrangement (Sec 230-232 NCLT), fast-track merger (Sec 233 RD), cross-border merger (Sec 234 + RBI), capital reduction (Sec 66 NCLT).
The Engagement Lifecycle
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Transparent Pricing Structure
Statutory & Third-Party Costs – pass-through, NOT our fees
These are paid directly to government departments, certifying authorities, and banks. They are not VRS professional fees.
- Stamp duty on schemes: state-dependent, typically 0.1%-0.5% of consideration
- Stamp duty on schemes: state-dependent, typically 0.1%-0.5% of consideration
- CCI filing fee (if triggered): Rs 30 lakh / Rs 90 lakh slabs
- FC-GPR / FC-TRS filing fees: Rs 200-Rs 600 per filing
- All government fees referenced are statutory pass-through, not VRS fees
Engagement & Fees
We handle restructuring end-to-end — mergers, demergers, slump sale, and business reorganisation with the tax and regulatory steps sequenced — scoped to your objective during an initial scoping call.
Fees are confirmed per engagement after the scoping call, based on the scope and complexity involved. You receive a clear, written quote before any work begins — no hidden charges.
Quoted per Engagement
The final quote depends on the scope, volume, and statutory complexity of your specific engagement.
Frequently Asked Questions
Share deal or asset deal - which is better?
Sellers usually prefer share deals – one transaction, capital gains in shareholders’ hands. Buyers usually prefer asset deals – selective acquisition, depreciation step-up, no inherited tax exposure. Negotiated outcome depends on leverage.
We are doing a slump sale. Is it tax-neutral?
Slump sale under Section 50B is not tax-neutral – it gives going-concern treatment but capital gains tax is still computed on the difference between consideration and net worth of the undertaking.
How long does NCLT approval for a scheme take?
8-15 months for a standard scheme of arrangement under Sec 230-232. Fast-track merger under Sec 233 (RD route) is faster – 4-6 months – but available only for specific transaction types.
We have foreign capital. Does CCI / FEMA add to timeline?
CCI is triggered above the asset / turnover thresholds in Sec 5 Competition Act 2002. CCI approval adds 4-8 months. Cross-border mergers under Sec 234 add RBI approval – typically 6-12 months.
We are buying a distressed business via NCLT. Do you handle that?
Yes – distressed acquisition through IBC / NCLT is a structured engagement. Section 12A withdrawal, Section 29A eligibility, resolution plan vetting, post-acquisition Sec 230 scheme – all handled alongside insolvency counsel.
We are doing a family settlement. Is that an M&A engagement?
It is a restructuring engagement – same toolkit, different driver. Family settlements typically use Section 47 (transfers not regarded as transfer), HUF restructuring, or partition under personal law.