Joint-venture separation: governing a multi-consortium carve-out

ENERGY AND UTILITIES  ·  M&A  ·  SEPARATION

The situation

After a joint-venture exit, a buying consortium had to separate a major energy and infrastructure group's shared operations at speed. IT infrastructure, people, and software licences were embedded across several business lines, and the consortium members each had different timelines, preferred systems, and styles, creating friction inside one shared transition. Core processes were locked in shared ERP, custom interfaces, and middleware with no standard separation path, and technical teams were coupled to specific legacy software, raising retention and placement risk.

The work

We designed a cross-functional transition governance framework to decouple shared services into standalone operations.

  • Set up a single consortium transition steering committee and five prioritisation rules that protected business-as-usual and regulatory obligations and held the technology pipeline to separation work only.

  • Built a mirror-and-split architecture across finance, HR, and materials systems, novating standalone licences, with a separation plan for middleware, message brokers, and the industrial systems: geographic, billing and metering, market gateways, and real-time control.

  • Designed a 45-role transitional IT organisation across eight workstreams, with clear reporting lines from the executive to the configuration tracks, keeping technical pods together until each application was independent.

  • Drafted the licence-assignment and legal-access protocols for ring-fenced data from Day 1.

The outcome

  • A fully aligned Day 1 transition strategy and clear operating rules across all consortium buyers.

  • Critical personnel shortfalls avoided through position-level reporting lines held until application independence.

  • Cost held through cost-plus arrangements that stepped down automatically as each system separated.