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Transaction Advisory & Structuring

At Constellation Blu, our Transaction Advisory and Structuring services serve as the cornerstone for businesses entering transformative phases. From detailed due diligence, unraveling the intricacies of a deal, to crafting precise transaction agreements, we stand as your unwavering partner, ensuring that every step is a strategic move toward success. Our team of experts are committed to ensuring that your transactions are executed seamlessly, minimizing risks and maximizing success.​

Due Diligence

Our Due Diligence services comprises vendor, finance, tax, and legal aspects.

  • Vendor Due Diligence: Evaluating a business's attractiveness from a seller's perspective, identifying potential issues, and providing clarity on the overall picture.

  • Finance and Tax Due Diligence: In-depth analysis of financial and tax aspects, ensuring a clear understanding of the financial health and tax implications of a transaction.

  • Legal Due Diligence: Scrutinizing legal and corporate law aspects to identify potential risks, liabilities, and opportunities, ensuring comprehensive risk management.

Closing Actions

Our Closing Actions services streamline the final stages of the transaction, facilitating a smooth transition post-closure. From AOA amendments to founders' agreements, we attend to every detail, submitting ROC forms accurately and timely.

  • ROC Forms: Ensuring compliance with Registrar of Companies requirements through accurate and timely submission of necessary forms.

  • AOA (Articles of Association): Drafting and amending AOA to align with the new structure post-transaction.

  • Valuation Reports: Providing comprehensive reports to support the valuation of assets involved in the transaction.

  • Offer Letter: Detailing the terms of the offer, ensuring clarity and transparency in transaction negotiations.

  • Founders' Agreement: Outlining the roles, responsibilities, and rights and obligations of founders post-transaction.

Cross-Border Entity Structuring

Operating across borders requires careful entity structuring. Our services include:

  • Cross-Border Compliance: Navigating the complexities of FEMA and international tax compliance. 

  • Transfer Pricing Analysis: Ensuring compliance with transfer pricing regulations to prevent tax disputes.

Transaction Agreements

Our Transaction Agreements services ensure that every aspect of the transaction is documented with precision, minimizing uncertainties.

  • Term Sheet, Share Subscription Agreement, Shareholders' Agreement, and Share Purchase Agreement: Drafting and finalizing critical transaction agreements, providing a clear framework for the deal.

  • Debt Financing and Debt Documents: Structuring debt financing and drafting the necessary documents to facilitate financial transactions.

Capital Structuring, ESOP & Phantom Stocks

Optimizing your capital structure is pivotal for financial resilience and Employee Stock Ownership Plans (ESOP) and Phantom Stock Programs are powerful tools for talent retention and motivation. Our services include:

  • ESOP Structuring: Crafting employee stock ownership plans that align with your business objectives.

  • Phantom Stock Programs: Designing programs that simulate stock ownership benefits without actual equity transfer.

  • Capital Structuring: Determining a suitable capital structure and implementing it across various classes of shareholders.​

Direct and Indirect Tax Structuring and Advisory

Effective tax planning is essential for financial optimization. Our services encompass:

  • Direct and Indirect Tax Advisory: Developing strategies to optimize your direct and indirect tax liability. Advising on indirect taxes, including GST, to ensure compliance and minimize liabilities.

  • Tax Filings: Timely and accurate preparation and submission of tax returns.

  • Tax Credits and Incentives: Identifying opportunities for tax credits and incentives.

If you’d like more information about our Transaction Advisory & Structuring service, get in touch today.

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