Tax Issues in M&A Course Objectives:
- Be introduced to how to advise purchasers on the key tax issues, including capital allowances, capital gains and stamp duty
- Have explained to them how to advise individual vendors, including entrepreneurs relief and the tax treatment of tax consideration
- Master how to advise corporate vendors
- Be appraised of HMRC clearances
- Be taught about tax issues affecting employee shares.
- Have an overview on the tax issues relating to venture capital
This course can also be presented in-house via live webinar.
Background of the trainer:
The trainer is a qualified chartered accountant with around 35 years experience of specialising in tax. He is a former partner of Horwath Clark Whitehill and had worked prior to that for other international accounting firms.
He has been teaching tax to accountants, lawyers and corporate financiers for over 30 years, ten of which were in the preparation of students for examinations and the last twenty years delivering continuing professional development courses.
His main area of interest is tax planning for owner managed businesses (especially exit planning), share schemes and restructuring. He also advises a number of clients in the property sector.
Tax Issues in M&A Course Content:
Advising the Purchasers
- Purchase of shares or trade and assets?
- Tax relief for goodwill and intangibles
- Capital allowances considerations, particularly fixtures in buildings
- Taking advantage of trading losses in target, including the new rules from 1 April 2017
- Financing the transaction – tax relief for interest costs
- Stamp Duty and Stamp Duty Land Tax considerations
Advising Individual Vendors
- Pre-sale planning
- Sale of shares or sale of assets?
- Maximising CGT entrepreneurs’ relief
- The importance of “trading company” status
- Tax treatment of consideration – cash, shares, loan notes and earn-outs
- QCBs or Non-QCB loan notes?
- Tax implications of liquidation following the sale of the trade
Advising Corporate Vendors
- Pre-sale planning
- Form of consideration – cash, shares, loan notes and earn-outs
- The substantial shareholdings exemption and the new rules from 1 April 2017
HMRC Clearances, in particular
- Section 138 TCGA 1992 re capital gains
- Section 701 ITA 2007 – cancellation of tax advantages
Tax Issues affecting employee shares
- Taxation of employee shares including restricted securities
- Impact on “earn outs” and MBOs
- The use of share options to attract and retain key staff
- Availability of CGT entrepreneurs’ relief for the management team
Tax Issues relating to Venture Capital
- An overview of the Enterprise Investment Scheme (EIS) and Seed EIS
- Qualifying companies and excluded activities
- Conditions for the individual investor
- Significance of being “connected” with the company
- The “Business Angel” rule
- Venture Capital Trusts
Tax Issues in M&A Course Summary:
This seminar considers the taxation implications of buying and selling businesses.
The viewpoints of the purchasers and vendors are both considered in depth, with the relevant taxes being covered with worked examples and a case study.
The seminar also covers the tax treatment of managers’ shares and tax issues relating to venture capital.
What Redcliffe’s clients are saying about the course and our trainer
“Perfect timing, clear delivery. A decent amount for one day course”
“Best one I have been to”
Good revision and update of Tax Issues in M&A, pulling together various taxes from both vendor and purchaser perspective”
“Good broad range & topics discussed”
“Good overview of the issues, good commercial argue”
“Right level of details, good presentation & content”
“Interesting and engaging and came away with some new insights and learnings.”
Alternative Finance Tax Courses
Training Course Name
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|Tax covenant, Purpose of warranties|
|Advanced Private Equity and LBOs Training Course||
tax issues – group tax relief & thin cap,