Our corporate finance tax advice starts from an understanding of your objectives and commercial deal drivers. We identify how to maximise value and minimise tax risk in business transactions and support you through the negotiation and completion process to make sure there is no gap between our advice and the deal execution.

BUY-SIDE:

We provide deal structuring advice to buyers and incoming management shareholders. We provide tax due diligence reviews either as part of a wider financial due diligence team or as a tax-only review to identify and quantify material tax risks and review tax assumptions in financial models. We advise on mitigation strategies for identified tax risks and can assist during the negotiation of tax provisions in the sale and purchase agreements.

SELL-SIDE:

We help sellers to understand the tax outcomes of a sale, from a simple cash transaction to a complex deferred payment and rollover deal structure and can propose changes to deal structure that will be both commercially acceptable and tax-beneficial to the sellers. We support sellers through the process to completion and beyond, to ensure sellers achieve their planned outcome with minimum tax cost and the deal is correctly reported to HMRC.

PRE-SALE PLANNING:

Where shareholders are working toward a sales process we advise on pre-sale restructuring that can simplify a future disposal and maximise post-tax value. We also carry out vendor due diligence to identify tax issues and recommend remediation strategies before you face the time pressure of a live deal.

MANAGEMENT TEAM:

Ensuring the management team are properly rewarded, incentivised and retained is essential to maximise deal value. We advise on share incentive schemes to provide tax-efficient reward while ensuring management’s motivations are aligned with your business growth and exit priorities.

EMPLOYEE OWNERSHIP TRUST (EOT):

An EOT is a trust for the long-term benefit of the employees. Company owners can sell their company to an EOT, rather than a traditional buyer. The best-known advantage of an EOT is that the sale is completely tax free. However, there are also other significant commercial and practical advantages over a traditional company sale as the process is collaborative rather than adversarial.

We offer a “one-stop shop” service for sales to an EOT covering company valuation, financial modelling, debt advisory, legal and expert tax advice. We can provide a competitive fixed price quote to cover all the services required and deliver a seamless service from start to finish, including detailed advice for operating under an EOT ongoing.
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CROSS-BORDER TRANSACTIONS:

Multi-jurisdiction transactions require an overview of how different tax systems interact. Through our network of international tax contacts, we can obtain the specialist local advice you need and present a consolidated view of the risks and opportunities in order to decide on the best transaction structure.