Corporate Advisory

Strategic corporate advisory for significant transactions — FDI structuring, M&A, joint ventures, ESOP design, NCLT applications, exit planning, and IPO readiness assessment.

5.0 / 5.0

Overview

MFiling's Corporate Advisory service provides strategic guidance to business owners, promoters, and management teams on significant corporate events — raising capital, structuring mergers and acquisitions, establishing joint ventures, corporate restructuring, exit planning, and regulatory compliance for complex transactions. The service integrates legal, financial, and regulatory expertise to support informed decision-making on transactions with long-term consequences for business ownership, liability, and tax efficiency.

Engagement areas: FDI and Inbound Investment (automatic vs. approval route analysis, sector-specific FDI caps, downstream investment rules, FEMA compliance — FC-GPR, FC-TRS, FDI-LLP reports to RBI), M&A Structuring (asset purchase/slump sale vs. share purchase vs. merger — tax, regulatory, and operational trade-offs, due diligence coordination, transaction documentation), Joint Venture Structuring (equity JV vs. contractual JV, shareholding framework, board representation, IP ownership, non-compete, exit provisions), ESOP Design (grant schedule, vesting, exercise mechanics, tax treatment, MCA/SEBI compliance), NCLT Matters (Sections 230–232 applications, capital reduction, oppression and mismanagement petitions), and Exit Planning (IPO readiness assessment, strategic sale preparation, management buyout, secondary PE sale).

Engage corporate advisory at the beginning of significant transactions — not after structures are already agreed. Early advisory prevents inefficient tax structures, regulatory non-compliance that delays closings, and governance provisions that create future disputes.

MFiling professional charges: from Rs.9,999 for initial corporate advisory engagement (multi-disciplinary team of CA, CS, and advocate).

Key Benefits

Multi-Disciplinary CA + CS + Advocate Team
Complex transactions require all three — MFiling's integrated team covers tax, company law, and legal structuring in one engagement.
Early Engagement Prevents Costly Mistakes
Engaging advisory before transaction structures are agreed prevents tax inefficiency, FEMA violations, and governance disputes.
FDI / FEMA Compliance Managed
Complete FDI compliance from pre-investment structuring through FC-GPR filing with RBI — no FEMA penalty exposure.
M&A Tax Structure Optimised
Slump sale vs. share sale vs. merger — tax implications under each structure analysed to minimise overall transaction tax cost.
ESOP Design and MCA Compliance
ESOP scheme designed for tax efficiency — grant, vesting, exercise mechanics compliant with MCA Section 62(1)(b) requirements.
Exit Readiness Assessment
IPO readiness gap analysis, strategic sale preparation checklist, and PE secondary sale structuring — plan your exit early.

Documents Required

Company Financial Statements (last 3 years P&L, Balance Sheet, Cash Flow)
MOA, AOA, and Shareholders' Agreement — for governance and structuring analysis
Cap Table (Shareholding Pattern with all current shareholders and investor details)
Proposed Term Sheet or Investment Agreement Draft — for FDI/investment advisory
Due Diligence Documents (contracts, licences, IP registrations, employee agreements) — for M&A advisory
Existing FEMA/RBI Filing Copies (FC-GPR, FC-TRS) — for FDI compliance review
Business Plan or Financial Projections — for IPO readiness and exit planning

How it Works

Initial Advisory Brief (Day 1)

Promoter/management team briefs MFiling on the transaction objective, timeline, parties involved, and key concerns.

Document and Situation Analysis (Day 2–5)

MFiling's CA, CS, and advocate review all submitted documents — financials, agreements, cap table, and regulatory filings.

Advisory Session — Structure Options Presented (Day 5–7)

Detailed advisory session presenting 2–3 structural options with tax, legal, and regulatory implications of each.

Receive Written Advisory Report (Within 7–10 days)

Comprehensive written report covering recommended transaction structure, tax analysis, regulatory compliance steps, and action plan.

Transaction Implementation Support (As per transaction timeline)

On engagement — MFiling supports transaction execution: FEMA filings, MCA filings, agreement drafting, and regulatory approvals.

Frequently Asked Questions

When should a company engage corporate advisory for raising FDI from a foreign investor?
Engage MFiling's corporate advisory at the term sheet stage — before the investment agreement is signed. Key pre-investment decisions that need advisory: whether the investment falls under automatic route or requires DPIIT/RBI approval, applicable sector-specific FDI limits (e.g., e-commerce, fintech, media have restrictions), downstream investment implications if the Indian company has subsidiaries, valuation compliance for share issuance price, and post-investment RBI compliance (FC-GPR within 30 days). Waiting until after the agreement is signed limits options and can lead to FEMA violations.
What is the difference between a slump sale and a share sale in an M&A transaction?
In a slump sale, the business or a division is sold as a going concern for a lump sum — the buyer acquires assets and liabilities but not the seller company itself. Tax: seller pays capital gains tax on the excess of lump sum over net book value (20% LTCG or slab rate STCG). In a share sale, the buyer acquires shares of the company — the company with all its history, liabilities, and contingencies transfers to the buyer. Tax: seller pays capital gains on the profit over share acquisition cost. Share sale is cleaner for buyers (existing customer contracts, licences transfer automatically), but exposes buyers to historical liabilities. MFiling's M&A advisory analyses the trade-offs for your specific situation.
Service Price
₹9,999
Starting price · GST extra
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Multi-Disciplinary CA + CS + Advocate Team
Complex transactions require all three — MFiling's integrated team covers tax, company law, and legal structuring in one engagement.
Early Engagement Prevents Costly Mistakes
Engaging advisory before transaction structures are agreed prevents tax inefficiency, FEMA violations, and governance disputes.
FDI / FEMA Compliance Managed
Complete FDI compliance from pre-investment structuring through FC-GPR filing with RBI — no FEMA penalty exposure.
M&A Tax Structure Optimised
Slump sale vs. share sale vs. merger — tax implications under each structure analysed to minimise overall transaction tax cost.
ESOP Design and MCA Compliance
ESOP scheme designed for tax efficiency — grant, vesting, exercise mechanics compliant with MCA Section 62(1)(b) requirements.
Exit Readiness Assessment
IPO readiness gap analysis, strategic sale preparation checklist, and PE secondary sale structuring — plan your exit early.

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Service Price
₹9,999
Starting price · GST extra

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