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Profile of services rendered by Transaction Advisory Firm based in India
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T R A N S A C T I O N A D V I S O R S
P r o f i l e
1. About Us 1
2. Our Service Offerings 2
Inbound & Outbound Structuring 4-5 Valuations & Due-Diligence 6-7 Transaction Structuring 8-9 Other Structuring Avenues 10 8-9
Acquisition & Hive-offs 3
Funding 11
1. About Us
“To carry out every professional assignment effectively and efficiently, while upholding the virtues of independence and integrity, without compromising on the creativity and quality of work, so as to provide utmost satisfaction to our clients ”
Our guiding philosophy Our guiding philosophy
AMinds Advisors Private Limited specializes in the fields of Mergers & Acquisition, Valuations, Due Diligence, Pre-fund raising Structuring, Financial Re-structuring, Regulatory, Private Equity and other funding opportunities
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2. Our Offerings – Transaction Advisory Services
Outbond
Structuring
Inbound Structuring
Acquisitions and Hive Offs
Valuations
Due Diligence
Financial Re-structuring
Funding - Private Equity
Other Structuring
Avenues
Pre - Fund Raising
Structuring
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Acquisitions and Hive-offs Acquisitions and Hive-offs
Acquisitions and Hive Offs of business can be by various modes Acquisitions and Hive Offs of business can be by various modes
Direct & Indirect Taxes FEMA & SEBI
Stamp Duty & Accounting Other Regulatory &
Commercial considerations
Our role in such transactions involve :
§ Strategizing, identifying targets, evaluation, negotiation, due diligence and post-deal integration
§ Advising on structuring the transaction which also includes optimizing the tax cost and ensuring its compliance with regulatory.
§ Undertaking implementation of the transaction (i.e. scheme of arrangement under section 391-394 of Companies Act, preparation of legal documents, etc.)
Our role in such transactions involve :
§ Strategizing, identifying targets, evaluation, negotiation, due diligence and post-deal integration
§ Advising on structuring the transaction which also includes optimizing the tax cost and ensuring its compliance with regulatory.
§ Undertaking implementation of the transaction (i.e. scheme of arrangement under section 391-394 of Companies Act, preparation of legal documents, etc.)
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Inbound Structuring Inbound Structuring
Investment in India involves consideration of various laws Investment in India involves consideration of various laws
Our role in such transactions involves :
§ Advising on various options available to the foreign investor for investing in India, considering the imperatives of both Holding & Funding Structure
§ Undertaking implementation of the structure after finalization of the one (including setting up and operationalising of the companies in overseas jurisdiction, incorporation of the company in India, obtaining relevant registrations under various laws, etc.)
With the insertion of “Limitation of benefits” clause in the Singapore treaty, various judicial precedents (including the famous Vodafone case) on the issue, possibility of Mauritius tax treaty re-negotiation and regulations proposed in the new Direct Tax code, Inbound structuring has acquired a whole new dimension.
With the insertion of “Limitation of benefits” clause in the Singapore treaty, various judicial precedents (including the famous Vodafone case) on the issue, possibility of Mauritius tax treaty re-negotiation and regulations proposed in the new Direct Tax code, Inbound structuring has acquired a whole new dimension.
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Introduction of Controlled Foreign Companies (CFC) regime in the New Direct Tax Code would change the entire facet of Outbound structuring
Investment out of India also involves both Holding and Funding considerations. Our role includes the following:
§ Choice of entity format for overseas operations
§ Developing hybrid entities and hybrid financial structures and exploring cross-border tax arbitrage and leverage opportunities through the use of such entities and instruments
§ Structures for holding intangibles and IPRs
§ Foreign tax credit efficiency
§ Structuring options and choice of alternative jurisdictions for locating a holding company from profit repatriation and exit efficiency perspectives
§ Structuring the acquisition either through asset purchase or share purchase from a tax-efficiency perspective
§ Structuring of agreement in case of overseas Joint Venture
Outbound Structuring Outbound Structuring
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Valuations Valuations
Valuation is neither a pure Art nor a pure Science but a perfect combination of both. Valuation is neither a pure Art nor a pure Science but a perfect combination of both.
Financial Reporting
Mergers & Acquisitions
Equity Infusion
Regulatory Compliances
Sale or Purchase of Stakes
Project Financing ✓
✓
✓
✓
✓
✓
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Valuation of a business is always a complex exercise. A company can need valuation for number of reasons:
Valuation methodologies typically include following approaches
§ Cost based – Book value, Market Value, Replacement value method
§ Income based – Earning Capitalization or Discounted Cash flow method
§ Market based – Market price or Comparable transaction method
We specialize in the area of offering business valuation services for all possible situations
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Due Diligence Due Diligence
We provide complete set of due diligence services We provide complete set of due diligence services
Provides peace of mind to both corporate and financial buyers, by analyzing and validating all the financial, commercial, operational and strategic assumptions being made
When companies acquire a business, dispose of a non-core business or go into a merger, they need to manage the tax risk by means of a tax due diligence
Tax Due Diligence
Effective Due Diligence depends on identifying and managing significant transaction issues, anticipating and identifying potentially important risk and negotiation issues.
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Financial Due Diligence
Legal Due Diligence
In an M&A process, any responsible management will require a comprehensive assessment of the possible legal risks related to the corporate status, assets, contracts, securities, intellectual property etc. of the target company concerned
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Improving Dividend paying
capacity
Improving Dividend paying
capacity
Improving Dividend paying
capacity
Financial Re-structuring Financial Re-structuring
Balance Sheet Rationalisation
There could be some objectives which the management would wish to achieve. We help in advising on re-structuring opportunities and the value that the management can derive
For companies, their lenders, shareholders or other stakeholders in businesses facing financial under-performance or crisis, we deliver restructuring solutions and help build a platform for recovery
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Pre-Fund Raising Structuring Pre-Fund Raising Structuring
Acquisitions and Hive -offs of businesses can be by various modes Acquisitions and Hive -offs of businesses can be by various modes
Remove Multi-Layered Structures
De-linking Unrelated Businesses
Corporatisation
Clean Balance sheets
Consolidation of Related Businesses
Monetizing of Assets
Tax Efficient Structures
Before raising funds from the investor, appropriate structuring not only incites investor interests but also help in reaping high valuations. Various structuring options are as below :
Leads to Improved Valuation &
Attracts Investors Interest
Fund Raising
JV Structuring
Pre – IPO Structuring
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Other Structuring Avenues Other Structuring Avenues
Realm of our services even surpasses M&A, Valuations, Due-diligence, etc. and covers any transaction which involves tax and regulatory implications which in turn can be structured for tax optimization
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MPL
ES
EXA
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We advise on various laws that would impact the India operations and help the investor in arriving at the estimated tax cost. The new Direct Tax code, Goods and Service Tax and Companies Bill are
going to hit the shores. We can assist in impact analysis and re-engineering the supply chains of business
We advise on various laws that would impact the India operations and help the investor in arriving at the estimated tax cost. The new Direct Tax code, Goods and Service Tax and Companies Bill are
going to hit the shores. We can assist in impact analysis and re-engineering the supply chains of business
Employee Stock Options / Sweat equity
Structuring of Supply chain of companies
Setting up units in SEZs or STPIs for receiving concessions / exemptions & issues arising thereon
Tax & Regulatory in Cross-border transactions
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Corporatization in Non-Profit sector
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5
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4 Structuring Valuations
Legal Documenta
tions
Seeking Investor Interest
Funding & Exit
Planning
Desire to make normal and potentially supernormal returns, driven by strong growth across industries is attracting private capital in billions of dollars into India. Our knowledge and experience in identifying “right” capital for our clients across products allows us to address all our clients’ capital needs. Our products range from:
Private Equity Private Equity AIM Listing AIM Listing QIP issue QIP issue Venture Capital Venture Capital
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Funding Funding
AMinds Advisors Private Limited Registered Office:
A-371, Defence Colony, New Delhi –110024
Tel: +91-11-4980-0000 Fax: 91-11-4980-0029
Email: [email protected]
We believe in building long lasting relationships We believe in building long lasting relationships
©Copyright AMinds Advisors Private Limited , All rights reserved