A group holding operating companies in three jurisdictions had grown by adding entities as each new market appeared. Nobody had asked whether the entities could demonstrate economic substance where they were registered — until a bank and a regulator asked in the same quarter.
We ran a full substance review across the group: where decisions were actually taken, who took them, where the people and premises sat, and what the filings said. The gap between the paper structure and the operating reality was the real exposure.
The work included redesigning board composition and meeting practice, relocating two functions to where the people already were, rewriting intra-group agreements so charges matched the functions performed, and building an evidence pack the group can refresh each year.
The outcome is a structure the group can defend with documents it already produces, rather than one it has to reconstruct under pressure.
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