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RSM assists your company with all tax aspects of mergers & acquisitions. Our tax consultants are part of the financial due diligence team that assist your company with the merger and/or transaction process.
Well-informed before you make a purchase or enter into a merger
In the event of a merger or an acquisition, it is important to know exactly what you are acquiring. Both with respect to the historic and the current tax position of the company and any outstanding or potential claims from the Dutch Tax Authorities.
The RSM experts will sort it out for you, so you know beforehand exactly where you stand, allowing you to make well-considered decisions in the interests of your company. Our team will provide an overview of the following topics for the past few years:
- Corporate Tax
- VAT
- Wage tax
- Transfer pricing
- Withholding tax
- Real Estate transfer tax
We carry out our tax due diligence on the basis of the documentation, past tax returns and interviews with the company of your choice. Our reports will provide you with a proper overview of the financial and fiscal state of the company or business unit you have in mind. We also advise you on the content of the purchase or merger agreement and identify any tax risks we may have identified. As a result, you are well positioned for the transaction and the negotiations.
Our role in transactions
If you intend to sell (part of) your business, it is important to be transparent in the negotiations in order to strengthen your own negotiating position. Your RSM tax team will be happy to help you clearly analyse your own tax position with respect to the financial statements and corporation tax in recent years. We can also prepare a Vendor Tax Due Diligence or Vendor Tax Assist report for you. This will give you (and your buyers) more insight into your tax position. These are not stand-alone reports but will be integrated with the financial vendor due diligence reports. Obviously, we will provide you with advice aimed at strengthening your negotiating position.
How can we help you?
During tax due diligence, we identify the various historical tax risks of the company to be bought or sold. We work with specialists in corporate tax, transfer pricing, VAT and payroll tax.
The results from this study can be taken into account during negotiations on the purchase/sale agreement and the purchase or sale structure to be set up. Naturally, the findings from the due diligence process can also help with any tax optimisation after the purchase.
Our corporate tax and VAT specialists will be happy to thinking along with you on an appropriate and tax-efficient purchase and financing structure.
If, as part of the acquisition, the management or employees will also participate in the company, this may have tax consequences for both the company and the management/employee. We will be happy to assist you in identifying these and come up with proposals for a suitable participation structure.
To ensure that all historical tax risks are properly covered in the transaction documentation, we would be happy to look at it with you.
After a closing, we are happy to draw up a 100-day plan with you to address, among other things, the actions to be taken from the due diligence report.
Would you like more information?
Would you like tax advice on a merger or an acquisition? We look forward to assisting you with all tax aspects of the transaction. Please contact us.
