M&A activities cover a range of transactions beyond a ‘merger’ or ‘acquisition’ such as disposing of a business, entering into a joint venture, restructuring the business, refinancing, changing management structures and incentives. As with all business transactions the taxman is ever present as most actions have an opposite (though not equal, if you get good tax advice) tax reaction. We strive to identify risks and benefits early on, identifying opportunities to enhance the transaction’s bottom line.
M&A and takeover deals can create corporation tax, PAYE/PRSI, stamp duty, VAT and withholding tax liabilities. Our tax team work together with our advisory team to fully assess each opportunity and strategy to ensure all due diligence work includes a full appraisal of the tax implications.
SPECIFIC TAX ISSUES THAT WE COVER INCLUDE
- The appropriate tax structure for sale including whether restructuring prior to sale would lead to an enhanced outcome. We identify tax savings at an early stage and implement proposals throughout the lifecycle of the transaction, adapting it to market and legislative changes.
- Acquisition and vendor due diligence reviews highlighting potential material exposures and suggesting alternatives. We assess and quantify risks and identify opportunities for post-acquisition savings.
- Review and negotiate the tax aspects of legal agreements
- Suitable forms of consideration/sale and appropriate timings
- Employee incentive schemes for staff retention
- Tax-efficient remuneration for departing executives and/or employees of the target business
- Tax risks arising from the tax history of the target business
- Post-acquisition integration where we work with our clients and assist them combine businesses after an acquisition to maximise leverage, reduce withholding taxes and ensure the owners, business operations and employees benefit (as appropriate).