Enables the CEO to select appropriate mode of restructuring under the circumstances from merger, demerger, slump sale or itemized sale.
CONSIDERATIONS
=> TIME FRAME
=> PROCEDURE
=> DIRECT TAX IMPLICATION
=> INDIRECT TAX IMPLICATION
Whether The Company Wants To Transfer All The Property And Liabilities?
Decision Making Module
The company can go either for merger or for demerger
Whether The Company Wants To Transfer Only One Or More Of The Undertaking And Not Whole Of The Company?
Decision Making Module
The company can go either for slump sale or for itemised sale
Whether the Company wants to transfer an undertaking?
Decision Making Module
The Company should go for demerger as in case of merger it will have to transfer the whole of its business
Whether all the property and liabilities of the undertaking has to be transferred to the transferee company?
Decision Making Module
In this case Merger will be the only way out. The following conditions are to be satisfied.
Whether Shareholders holding 75% in the Value of shares of the transferor company (other than shares already held therein immediately before the demerger by the transferee or its subsidiary) becomes share holders of the transferee company?
Decision Making Module
The Company will have to satisfy the conditions for slump sale
Whether the consideration payable is on the lump sum basis without assigning individual values to the property?
Decision Making Module
The only option available is to go for itemised sale.
The company can transfer its assets and liabilities on an individual basis to any entity or entities.
Decision Making Module
It is not an amalgamation. For a company to go for amalgamation, all the conditions given under the Act has to be satisfied.
Decision Making Module
Whether shareholders holding 75% in the value of the shares of the Transferor Company ( other than shares already held therein immediately before the demerger by the transferee or its subsidiary) becomes shareholders of the Transferee Company?
Decision Making Module
It is not demerger. As the conditions for demerger is not satisfied, such type of structuring shall be treated as either slump sale or an itemised sale, provided particular conditions for above mode of structuring are satisfied.
Decision Making Module
Whether the transfer is a result of the acquisition or purchase of the property of one company by another company?
Decision Making Module
It is not an amalgamation. For a company to go for amalgamation, all the conditions given under the Act has to be satisfied.
Decision Making Module
It is a slump sale.
Decision Making Module
It is not slump sale. Thus any such type of transaction shall be treated as itemised sale or a normal sale.
Decision Making Module
Whether the transferee company has issues shares to the shareholders of the transferor Company on proportionate basis?
Decision Making Module
It is not demerger. As the conditions for demerger is not satisfied, such type of structuring shall be treated as either slump sale or an itemised sale, provided particular conditions for above mode of structuring are satisfied.
Decision Making Module
All the conditions for the purpose of amalgamation is satisfied; hence the company can go ahead with the scheme for amalgamation.
Decision Making Module
It is not an amalgamation. For a company to go for amalgamation, all the conditions given under the Act has to be satisfied.
Decision Making Module
It is not an amalgamation. For a company to go for amalgamation, all the conditions given under the Act has to be satisfied.
Decision Making Module
Whether the transfer of the undertaking is on a going concern basis?
Decision Making Module
It is not demerger. As the conditions for demerger is not satisfied, such type of structuring shall be treated as either slump sale or an itemised sale, provided particular conditions for above mode of structuring are satisfied.
Decision Making Module
All the conditions for demerger are satisfied and hence the Company can go for procedural aspects.
Decision Making Module
It is not demerger. As the conditions for demerger is not satisfied, such type of structuring shall be treated as either slump sale or an itemised sale, provided particular conditions for above mode of structuring are satisfied.
