Acquisitions, mergers, disposals
Tax aspect in M&A transactions
In practice, before a transaction of acquisition of a company or enterprise, tax analysis of purchased business usually comes down only to the basis due diligence study. Frequently, the acquisition of an entity by an industry investor entails significant changes in structure of not only acquired firms but also other companies in the group. It happens that such situations cause considerable surprise of the acquirer in terms of tax effectiveness of ownership structure functioning after incorporation of a new entity into the group.
Hence, an early tax planning such as elaboration of tax structure for the acquisition and a detailed analysis of target structure enables reducing tax costs related to transaction, better structurization of cash-flow among the group and assessment of attractiveness of the acquisition.
Our attitude
We think that an individualized, deep tax analysis will significantly help reduce the tax risk, which is often induced by such business operations, and reach measurable financial and business benefits
We possess many years of experience in tax-transactional advisory. The recipients of our services are both the financial investors (tax-transactional advisory for private equity funds), industry investors (tax assistance by acquisition of Polish companies from an industry) and Polish entrepreneurs selling their stocks or issuing shares for external inverstors.
Our clients (who, as a rule, are not tax specialists but financiers or entrepreneurs) receive support in taking more conscious decisions in terms of required tax analysis and – instead of a “standard product” – we are able to offer a service well-tailored to the actual needs and business situation of the client.
We provide the investors with the following:
Due-diligence, which aim is to estimate a level and value of actual tax risk (and not any theoretical doubts resulting from quality of the Polish regulations); the outcome of the study is delivered in a form adjusted to the need of the client and the scope of the study (e.g. we discuss the details of the study during our works depending on ongoing observations);
Extended due-diligence, aimed majorly at diagnosing the possibility for the limitation of tax risk resulting from settlements carried out after acquisition (e.g. in a situation of too much liberal tax policy in an acquired company) and enabling an assessment of business effectiveness in terms of i.a. the possibility of tax consolidation with other companies, efficient loss settlement, etc.;
Elaboration of tax effective acquisition structures for new capital investments taking into account both group policy, business objectives and specificity of planned transaction including e.g. tax verification of acquisition financing costs, possibilities of distribution of profits from purchased company, adjustment of tax value of acquired assets, etc. (depending on the nature of transaction, financing scheme) and assistance in settlement of transactional costs (PCC, other costs and indirect taxes).