Certified Restructuring Manager

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Introduction to Corporate Restructuring 3 Topics

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Pathways for Takeovers and Mergers

Forms of Business Growth

Sources of Finance for Business Growth

Corporate Failures 2 Topics

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Business Failure and Reorganization

Symptoms of Bankruptcy or Failure

The Physiology of Business Failure 3 Topics

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Types of Business Failure

To Reorganize or Liquidate

Informal Alternatives for Failing Business

Dynamics of Restructuring

Historical Background From Indian perspective 3 Topics

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Present Scenario

Global Scenario

National Scenario

Corporate Strategy 3 Topics

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What we Mean by Strategies

Levels of Strategies

Strategic Planning

Competitive Advantage and Core Competencies 3 Topics

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Strategy Formulation and Execution

Corporate Restructuring Strategies

Motives for Restructuring

Provisions Under Various Indian Laws Enabling Restructuring 4 Topics

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Provisions under Companies Act of 1956

Amalgamation under the Income-Tax Act, 1961

Demerger of Companies under Income-Tax Act, 1961

Accounting Standards

Divestitures 1 Topic

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Financial Evaluation of a Divestiture

De-Mergers 2 Topics

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Difference between Demerger and Reconstruction

Tax Aspects of Demergers

Merger and Amalgamation 2 Topics

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Concept of Merger and Amalgamation

Merger/Absorption

Reasons for Merger and Amalgamation 1 Topic

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Improving Economies of Scale

Categories of Merger 6 Topics

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Horizontal Merger

Vertical Merger

Conglomerate Merger

Mergers and Acquisitions

Types of Mergers

Other Motives for Merger

The Merger Negotiation Process 5 Topics

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Tender Offers

Valuing the Target Company

Terms of Mergers

Illustration of the Problem of Merger Terms

Factors Dominating Situations

Cost of Merger 2 Topics

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Estimating the Cost of a Merger

The Consolidation

Methods of Merger/Amalgamation 4 Topics

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Preliminary Steps in Mergers

Comparative Cost and Returns

Filing of certified copy of Court’s order with RO

Determination of Cut off Date

Procedural Aspects Under Various Laws 3 Topics

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Procedural Aspects, Including Documentation for Merger/ Amalgamation

Convening a Board Meeting

Holding Meeting(s) as per Court’s Direction

Economic Aspects of Mergers etc. 1 Topic

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Economic Considerations

Merger Management 3 Topics

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Strategic Management of Mergers

Accounting Aspects of Merger and Amalgamation

The Pooling of Interest Method

Financial Aspects of Merger/Amalgamation 2 Topics

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Financial Aspects of Merger/ Amalgamation including Valuation of Shares

Methods of Valuation of Shares

Taxation Aspects 3 Topics

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Taxation Aspects of Mergers and Amalgamations

Sale in the Course of Winding up

The Human Aspects of Mergers and Amalgamations

Funding the Merger Process 1 Topic

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Funding of Mergers

Process of Funding 5 Topics

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Funding through Equity Share Capital

Funding through Employees Stock Option Scheme

Funding through Financial Institutions and Banks

Funding through Rehabilitation Finance

Funding through Public Deposits

Valuation of Shares and Business 3 Topics

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Need and Purpose

Factors Influencing Valuation

Merger Negotiations

DCF Method 3 Topics

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Discounted Cash Flows

Discounted Cash flow Valuation Method

Statutory Valuation

Other Models

Post Merger Re-Organization 1 Topic

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Gain or Loss to Stakeholders

Management of Financial Resources 1 Topic

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Post Merger Success and Valuation

Measuring Post-Merger efficiency 5 Topics

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Criteria of a Successful Merger

Measuring Key Indicators

Merger and Acquisition trends

Funding

Need for Financial Restructuring

The Agile Organisation 1 Topic

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Central Management

Take Overs 1 Topic

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Meaning and Concept of Takeover

Bail Out Takeovers

Economic Aspects of Takeover 1 Topic

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Financial and Accounting Aspects of Takeover

Alliances

Implementing and Managing the Alliance 1 Topic

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Evaluating an Alliance