Planning and structuring transactions.

services.

• Development of tax efficient transaction structures
• Exit planning
• Tax efficient contract drafting
• Conception of investment structures
• Securing tax efficient financing
• Optimizing the withholding tax burden and avoiding multiple taxation

Identification and estimation of significant tax risks for M&A projects.

services.

• Ascertaining and quantifying tax risks arising from company transactions
• Forfeiture of tax losses
• Post M&A integration, restructuring
• Exit planning
• Holistic analysis related to all tax consultants

We advise and support companies that operate on an international basis.

subject areas.

• Transfer prices
• Founding subsidiaries/industrial premises
• M&A
• Controlled foreign corporation rules

Concluding, updating and terminating profit transfer agreements in light of tax and legal consequences.

subject areas.

• Formulation of the profit and loss transfer agreement
• Corporate law resolutions
• Reporting to shareholders
• Ongoing evaluation of legal and tax updating requirements
• Consulting on requirements for tax recognition

Consulting in connection with tax consolidation questions and evaluating the prerequisites for the actual existence of a consolidated tax group. This is supplemented by preparation of tax returns and annual financial statements for the parent and subsidiary companies.

subject areas.

• Preparation of tax returns for parent companies and subsidiaries
• Realization of the consolidated tax group in the annual financial statement and the tax balance sheet
• Verify the requirements for the existence of consolidated tax groups
• Check compliance with the statutory regulations
• Control for the correct financial and tax representations

Contributions, mergers, spin-offs and split-offs of companies and equity interests and their tax consequences.

subject areas.

• Developing restructuring options taking the tax consequences into account
• Obtaining binding information in tax questionable cases or obtaining an assurance of tax neutrality (in particular, avoiding disclosure of hidden reserves and a possible real estate transfer tax)
• Necessary resolutions and contracts
• Requests made to the tax authority and monitoring any blocking periods

Within the scope of transactions, we analyze the purchaser's opportunities and risks in the investment project, and work out the strengths and weaknesses of the respective target asset (e.g. within the framework of financial due diligence). On the seller’s side, will support you within the context of developing financial data, as well as within the context of the due diligence examinations by potential purchasers.

subject areas.

• Vendor/buy-side due diligence
• Preparation and plausibility checks for business plans
• Support and consulting within the framework of the transaction process
• Developing documentation for data rooms/making data rooms available
• Assessment of purchase prices and support in determining the purchase price

In addition to the asset deal, under certain preconditions the transfer of shares to landowning companies is also subject to land transfer tax of 3.5 - 6.5% This applies not only in the case of sales to third parties but also to inter-company restructuring measures. Land transfer tax becomes a significant cost factor when land transfer tax rates keep increasing and when tax-related holdings decrease and lock-in periods are extended.

services.

• Development of land transfer tax-optimized acquisition structures
• Elaboration of individual restructuring concepts, taking due account of land transfer tax
• Long-term planning of real estate disposal
• Valuation of real estate for land transfer tax purposes
• Securing legal opinions through binding information
• Defense of legal positions before tax authorities and tax courts