Can accumulated tax losses be carried forward after a merger?

Yes, under Section 72A of the Income-tax Act, subject to fulfilling specific conditions regarding continuation of business and asset retention, accumulated losses and unabsorbed depreciation can be carried forward by the amalgamated entity.

Practice Area 08

Mergers & Restructuring

Name: Y K Chaturvedi & Co., Chartered Accountants
Telephone: +91 93221 65502
Price range: $$

Strategic corporate restructuring, tax-optimized scheme execution, and comprehensive due diligence.

Partner-Led Delivery

Overview & Scope of Practice

Sections 230–232 corporate schemes, Section 233 fast-track mergers, demergers, due diligence, tax impact analysis, and valuer coordination.

Professional Mergers & Restructuring Practice

Sections 230–232 corporate schemes, Section 233 fast-track mergers, demergers, due diligence, tax impact analysis, and valuer coordination.

At Y K Chaturvedi & Co., our mergers & restructuring practice delivers rigorous statutory compliance, end-to-end documentation accuracy, and direct partner supervision to protect your business against non-compliance liabilities.

Strategic Business Benefits

Fast-Track Section 233 Efficiency: Save significant time and court costs through administrative fast-track mergers between holding-subsidiary or small companies.
Tax-Neutral Structuring: Structuring amalgamations to meet Section 47 exemption criteria under the Income-tax law to eliminate capital gains tax.
Deep Financial Due Diligence: Uncover hidden liabilities, tax exposures, and operational risks before finalizing transactional agreements.
Integrated Multi-Disciplinary Coordination: Seamless synchronization between registered valuers, legal counsels, and statutory regulators.

Our Step-by-Step Execution Process

Step 01 - Feasibility & Structure Design: Assessing commercial objectives, tax implications, and determining whether fast-track or NCLT route applies.
Step 02 - Valuation & Swap Ratio: Collaborating with Registered Valuers to compute fair share exchange ratios and drafting scheme.
Step 03 - Approvals & Filings: Securing board, creditor, and shareholder consents; filing scheme with RD, ROC, and Official Liquidator.
Step 04 - Sanction & Amalgamation: Obtaining confirmation order, filing INC-28, and executing post-merger balance sheet consolidation.

At Y K Chaturvedi & Co., assignments in mergers & restructuring are managed with strict statutory compliance, digital accuracy, and direct partner supervision to insulate your organization from regulatory non-compliance, litigation risks, and penalties.

Scope of Services Included6 Specialized Areas

Mergers, amalgamations and demergers under Sections 230–232 of the Companies Act, 2013

Fast-track mergers under Section 233 (small companies, start-ups, holding–subsidiary)

Due diligence, accounting and tax impact analysis, and coordination with valuers and legal counsel

Financial modeling for swap ratio determinations

NCLT and Regional Director representation support

Stamp duty analysis and post-merger integration of accounts

Key Strategic Benefits & Value

Fast-Track Section 233 Efficiency

Save significant time and court costs through administrative fast-track mergers between holding-subsidiary or small companies.

Tax-Neutral Structuring

Structuring amalgamations to meet Section 47 exemption criteria under the Income-tax law to eliminate capital gains tax.

Deep Financial Due Diligence

Uncover hidden liabilities, tax exposures, and operational risks before finalizing transactional agreements.

Integrated Multi-Disciplinary Coordination

Seamless synchronization between registered valuers, legal counsels, and statutory regulators.

Our Structured Execution Methodology

Phase 01

Feasibility & Structure Design

Assessing commercial objectives, tax implications, and determining whether fast-track or NCLT route applies.

Phase 02

Valuation & Swap Ratio

Collaborating with Registered Valuers to compute fair share exchange ratios and drafting scheme.

Phase 03

Approvals & Filings

Securing board, creditor, and shareholder consents; filing scheme with RD, ROC, and Official Liquidator.

Phase 04

Sanction & Amalgamation

Obtaining confirmation order, filing INC-28, and executing post-merger balance sheet consolidation.

Frequently Asked Questions: Mergers & Restructuring

Section 233 provides an expeditious merger procedure without approaching the NCLT for mergers between two or more small companies, or between a holding company and its wholly-owned subsidiary, approved by the Regional Director (RD).

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