Corporate & Transaction Support

Reorganising a Group to Support Better Performance

A state government agency was considering changes to its group structure while seeking to preserve the Board's effective oversight and control.

Assignment snapshot

01Group restructuring

A revised structure for the Agency and its subsidiaries

02Governance considerations

Maintaining effective Board oversight and control

03Implementation planning

Procedures, corporate approvals and cost implications

The assignment

Balancing operational performance with continued control.

The Agency's principal operating subsidiary played an important role in the Group's financial performance.

However, the existing group structure limited the way the subsidiary was managed and made it difficult to align management incentives with its performance. The Agency required a restructuring proposal that could address these issues without weakening the Board's control over the Group.

The challenge

Improve the arrangement.
Preserve effective control.

  1. 01

    Support the performance of the principal operating subsidiary.

  2. 02

    Maintain effective oversight and control by the Agency’s Board.

  3. 03

    Provide clearer accountability within the revised structure.

  4. 04

    Align management incentives more closely with performance.

  5. 05

    Identify the necessary corporate approvals and implementation steps.

  6. 06

    Manage the costs arising from the restructuring.

Our approach

From the existing arrangement to a workable implementation plan.

We reviewed the existing group arrangement and considered how responsibilities, control and economic interests within the Group could be reorganised.

The proposed structure was then developed together with an implementation plan covering the principal steps, corporate approvals and cost considerations required to complete the restructuring.

01

Existing structure

Review the relationship between the Agency, its subsidiaries, the Board and management.

02

Proposed structure

Develop a revised arrangement that could support performance while preserving effective Board control.

03

Implementation plan

Set out the sequence of actions and the necessary resolutions of the Board and members.

04

Cost implications

Consider the costs of implementing the proposed structure and practical ways to minimise them.

What we delivered

A proposed structure supported by a practical sequence of actions.

The outcome

A revised arrangement with continued Board oversight.

The restructuring was subsequently implemented while preserving the Board's effective oversight and control over the Group.

The revised arrangement provided a clearer basis for aligning the management of the principal operating subsidiary with its performance. The subsidiary's financial performance also improved following the restructuring.

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