Corporate Simplification and Entity Restructuring

Access value, reduce risk and enable transformation. Simplify your business.

The way your group is structured can have a big impact on your business’s performance. Misaligned entities can result in costly processes, duplication, additional compliance burdens, and can expose your business to risk. It can also mean you end up spending excessive time or money on managing everything.

Restructuring your corporate structure helps you free up time and money, reducing risk, and better sets your company up for growth, acquisitions and divestments.

We can help you rightsize your structure, realise value and enable transformation.

How we can help

Legal Entity Rationalisation
Solvent liquidations
Managed Exit
Buy and build
Access value through deals and transactions
Legal Entity Operationalisation

Legal Entity Rationalisation

Rationalising your legal entity structure can be complex, particularly as projects require many functions to work together, often with limited experience of similar programmes and often in addition to the day job. So, one thing we do is bring our experience, from previous projects and lessons learnt, to ensure that your Simplification is, well, as simple and ‘painless’ as possible.

We are a team of specialists that will be able to help overcome any obstacles to eliminating an entity, Regardless of our specialism (tax, legal, accounting, operational restructuring, systems integration, etc.) We all have Simplification experience, are in one firm and regularly work together as a team. We also have a global network of in-country Simplification experts that we can reach.

As a team, we like to work closely and collaboratively with our clients and leverage the relationships we already have. This will not only speed things up but make some of the challenges, like information gathering, that much easier.

Managed Exit

When an organisation becomes aware that a subsidiary business, a division, a branch or a brand is under-performing, PwC assists in achieving an optimal recovery of value.

We help to identify the issues and evaluate the options available and agree and assist in implementing the chosen approach (eg sell, fix and sell, or wind-down). We also identify and help manage the risks inherent in the process.

The planned outcome will be an increase in shareholder value by selling, restructuring, or winding down the under-performing business or subsidiary. Our global capabilities, extensive experience, proven methodology and swift service working under pressure of time are our key differentiators.

Find out more about Managed Exits

Buy and build

By integrating Corporate Simplification into your buy and build strategy, we can help you leverage pre completion due diligence and ensure that sufficient comfort is obtained from the seller to enable your newly purchased entities to be eliminated within 6-12 months of hiving up the purchased business.

By running corporate simplification alongside an acquisition, we’ll help you keep your group lean, reduce risk and ensure a smooth transition.

Access value through deals and transactions

Whether you’re planning a deal, in the midst of a transaction or you need us to help clean up the legacy structure afterwards, we can help.

We regularly work alongside both external advisers and PwC specialists to deliver value by using the solvent liquidation process as part of a deal.

See how we do it.

Legal Entity Operationalisation

Our Legal Entity Operationalisation experience helps support you to work out the optimal legal entity structure in accordance with your operational or strategic needs, such as setting up structures to support spins and divestments.

We then work with your internal teams and advisers to plan the set up across all functions (inc. tax, legal, operations) and implement to the point that the new legal entities are up, running and operational.

We regularly work on global structures, driving the set up and operationalisation at pace.

PwC's global reach helped a listed tech business reduce its legal entity structure and achieve its strategic objectives

A global listed tech client sold part of its business to a PE buyer and it needed a new legal entity structure to implement the divestiture. The client’s business was present in over 20 jurisdictions and so a new legal entity had to be incorporated and made business-ready in each one. Using our global team of simplification specialists, we supported the client to ensure that the entities were set up; the required bank accounts, licences, permits and registrations were all established. Following the setup, the trade, assets and people were transferred to the new entities and the customers, suppliers and other parties were notified of the changes. The internal systems were updated; and the entities were fully operational prior to the full divestment.

Following this, the company asked for support to simplify the remaining structure having principally grown through acquisition. We supported the client to design and then implement the Legal Entity Rationalisation programme across 24 jurisdictions, for the elimination of more than 60% of their legal entities. This involved the winding up of active companies across the global group which was done in accordance with the client’s and the local legal requirements. Given the number of jurisdictions and timescales involved, it was necessary for us to deliver a flexible and creative approach to the leadership and coordination of the project.

Embedding Corporate Simplification into the buy and build strategy

Being an acquisitive business, the client group had built a large legal entity structure which was costing thousands to maintain. The group had cash and capital trapped in the structure which needed to be unwound. Following an initial legal entity rationalisation of the surplus entities, we helped the client with an acquisition of a further 5 entities. With our knowledge of the client’s business, relationships with their functions, we designed a process whereby entities were eliminated as soon as practicable following acquisition. Following our bespoke methodology, the client was able to feed into the necessary reviews to give comfort to the directors and proposed liquidators that all issues had been identified and properly dealt with. An elimination process followed and we are currently working with the client on future acquisitions to keep their group lean, mean and fit for growth.