Integrated Capital Services Limited (**ICSL**) is an Indian public limited company specializing in high-end financial and legal advisory. The firm has strategically pivoted its business model to capitalize on the evolving regulatory landscape in India, specifically focusing on the **Insolvency and Bankruptcy Code (IBC)**, corporate restructuring, and distressed asset management. --- ### **Core Business Focus: Specialized Insolvency & Restructuring Advisory** ICSL operates through a single reportable segment: **Business Advisory and Consulting Services**. The company has undergone a deliberate strategic shift, amending its **Object Clause** to prioritize services for distressed assets and support for **Insolvency Professionals (IPs)**. * **Service Portfolio:** Expertise includes business combinations, takeovers, mergers & amalgamations, accounting services, and corporate law compliance. * **Strategic Specialization:** The firm is positioning itself as a leader in **Pre-insolvency Consulting**, **Consensual Restructuring**, and **Preventive Restructuring**. * **IPE Registration Status:** ICSL is in the process of seeking formal registration as an **Insolvency Professional Entity (IPE)** with the **Insolvency and Bankruptcy Board of India (IBBI)**. * As of **February 2026**, this registration is **deferred** pending the appointment of specific **Managerial Personnel** required to lead the practice. * The final "In Principle" approval application is contingent upon securing these key hires. * **Future Market Outlook:** Management anticipates a significant market shift toward **Voluntary Work-outs** and **International/Cross-border insolvency activity**, aiming to be a first-mover in these emerging niches. --- ### **Global Reach and Strategic Partnerships** ICSL leverages an international network to facilitate cross-border mandates and joint pitching for global projects. * **BTG Global Advisory Ltd. (UK):** ICSL is a promoter of this non-practicing umbrella entity. The network includes members in **10 countries**, providing a platform for international work referrals and global service delivery. * **SLO Technologies Investment:** In **February 2024**, the subsidiary **ICSL Consulting Pvt Ltd** invested **Rs. 20,00,810** for a **0.10%** diluted equity stake in **SLO Technologies Private Limited**, a firm specializing in business evaluation and risk assessment. --- ### **Group Structure and Subsidiary Operations** The company operates as a holding entity with a network of wholly-owned subsidiaries and strategic associates. | Entity | Relationship | Primary Business Activity | | :--- | :--- | :--- | | **RAAS Consulting Pvt Ltd** | Wholly Owned Subsidiary | Advisory in insolvency, restructuring, and corporate laws; remote accounting. | | **Green Infra Profiles Pvt Ltd** | Wholly Owned Subsidiary | Consulting in financial accounting, income tax, and corporate laws. | | **ICSL Consulting Pvt Ltd** | Wholly Owned Subsidiary | Direct/indirect tax returns and corporate law filings. | | **Borrelli Walsh India Pvt Ltd** | Step-down Subsidiary | Consulting services for corporate structuring and accounting. | | **KW Publishers Pvt Ltd** | Associate (**40%** stake) | Publishing and distribution of books on international affairs and politics. | | **Sun Links Limited (UK)** | Joint Venture (**50%** stake) | Consulting for commercial transactions (filed for **Voluntary Strike off** Dec 2025). | --- ### **Financial Performance and Capital Structure** ICSL has transitioned to publishing **Consolidated Results** as of **FY 2023-24**. Recent performance shows a decline in standalone income and a shift toward consolidated losses. **Financial Trajectory (Rs. in Lakhs):** | Metric | FY 2024-25 | FY 2023-24 | FY 2022-23 | | :--- | :--- | :--- | :--- | | **Consolidated Total Income** | **74.42** | **61.11** | **169.00** | | **Standalone Total Income** | **25.30** | **39.90** | **33.79** | | **Standalone PBT / (Loss)** | **(12.63)** | **8.50** | **(2.08)** | | **Standalone Total Comp. Income** | **(10.80)** | **101.00** | **(2.57)** | **Capital and Shareholding Details:** * **Authorized Share Capital:** **Rs. 10.30 Crore** (**4.30 Crore Equity Shares** at Re. 1.00 and **6.00 Lakh Preference Shares** at Rs. 100.00). * **Paid-up Capital:** **Rs. 5.61 Crore** (as of March 31, 2025). * **Preference Shares:** **2,05,000 7% Cumulative Non-Convertible Redeemable Preference Shares**. * Redemption date extended in **February 2026** to **January 14, 2028**. * The sole shareholder has **waived all accrued and future dividends** due to negative accumulated profits. * **Promoter Holdings:** Following the passing of the former Chairman, transmissions of shares occurred in **August 2024 (3,49,600 shares)** and **March 2026 (4,08,340 shares)** to **Mr. Sajeve Deora**, bringing his individual holding to **7.888%**. --- ### **Asset Management and Liquidity Events** The company maintains a transparent valuation policy and has recently liquidated non-core assets to bolster its position. * **Real Estate Divestment:** In **October 2025**, subsidiary **Green Infra Profiles Pvt Ltd** sold an **894 sq. ft.** office flat for **Rs. 200 lacs**. * **Valuation Policy:** ICSL conducts fair value assessments of property, plant, equipment, and investments every **24 months**. The next comprehensive review is due **June 30, 2027**. * **Inter-company Lending:** As of March 2025, the company holds an unsecured loan of **Rs. 3.03 Crore** to a subsidiary, with **Rs. 1.54 Crore** in interest receivable (repayable on demand). --- ### **Risk Management and Governance Framework** The Board and Audit Committee oversee a formal **Risk Management Policy** to mitigate financial and operational threats. | Risk Category | Management Strategy | | :--- | :--- | | **Credit Risk** | Assets categorized by risk level; use of **highly rated banks**; internal limits on employee loans/deposits. | | **Liquidity Risk** | Continuous monitoring of cash flows; maintenance of **committed credit facilities**. | | **Interest Rate Risk** | **Zero risk**; the company has **no market borrowings** and holds fixed-rate assets. | | **Operational Risk** | Focus on **digital transformation** and **data protection** to enhance work processes. | **Governance Highlights:** * **Leadership:** Following the death of the former Chairman, **Mr. Anil Kumar Tiwari** was promoted to **CEO** in **June 2023**, with **Mr. D.B. Singh** as **CFO**. Note: CFO **Mr. Pinku Singh** resigned in **February 2026**. * **Compliance:** The company resolved a **typographical error** by the RTA regarding a **8,000-share discrepancy** in the **September 2023** Reconciliation of Share Capital Audit Report. * **Exemptions:** The company is currently **exempt** from maintaining cost records under **Section 148(1)** of the Companies Act, 2013.