- Tax audit - Tax litigation - Managing tax audits and tax litigation
- Corporate taxation and associated risks - Basics of corporate taxation and associated risks
- Tax processes - Understand tax mechanisms and master the implementation of tax processes and associated deliverables (tax consolidation (corporation tax), TEI (group tax), CET-VAT, etc.).
- Regroupement d'entreprises - Business combinations
- Mergers & Acquisitions Transaction - Master the implementation of acquisition/disposal processes (letter of intent, due diligence, acquisition and dataroom audits, binding offer, negotiation, closing) - Understand the transaction environment: negotiation, financial and regulatory environment
Improvement
Target audience
- Chartered accountants, statutory auditors
- Tax specialists
- Members of the legal department
- Finance, consolidation and accounting managers
1 day
Restructuring tax training
Prerequisites
No prior knowledge is required
Objectives
◗ Adhere to the timeline and organizational structure of the restructuring efforts.
◗ Identify the risks and opportunities associated with corporate restructuring transactions: tax treatment of merger gains and losses, the concept of a complete line of business, and the implications of opting for the preferential tax regime.
◗ Compare the book value and tax basis of the transferred items.
Training program
◗ Tax consequences of mergers on unrealized capital gains on transferred assets, carryforward losses, and the capital gain on the exchange of securities at the shareholder level
✔ UNDERSTAND | Concrete examples of merger gains and losses
✔ UNDERSTAND | Focus on the applicable tax treatment depending on the regime (general law or preferential treatment)
✔ APPLY | Case studies of tax effects on the acquired and acquiring companies
◗ Considerations regarding the terms of the merger: purpose of the merger, simplified merger, or TUP (Universal Transfer of Assets)
✔ UNDERSTAND | Comparison of the different types of mergers
✔ APPLY | Timeline and formalities for the different types of mergers
◗ Complex Issues: Procedure for Applying for Approval to Carry Forward Losses
– Accounting and Tax Treatment of Merger Gains and Losses
– Should the Transaction Be Conducted Under General Law or Under a Preferential Tax Regime?
✔ UNDERSTAND | Comparison of Tax Regimes, Conditions, and Risks
✔ APPLY | Practical Examples of Approval Applications
◗ Consequences of the merger: with regard to other taxes such as the CET or VAT, the monitoring reports to be prepared, and the tracking of provisions made prior to the merger
✔ UNDERSTAND | Impact on the CET and VAT
✔ APPLY | Examples of tracking reports and returns
◗ Specific features of mergers within an integrated group
✔ UNDERSTANDING | Neutralization cases and latent taxation
◗ Partial asset contributions (PAA)
– Tax implications regarding capital gains on contributions and carryforward losses
– Complex issues: the concept of a “complete branch of activity,” the approval application process, the choice between the general tax regime and the preferential tax regime, and the implications of the commitment to retain securities
– Implications for other taxes such as the corporate tax (CET) and VAT
– Specific features of APA within an integrated group
✔ UNDERSTAND | Legal and tax definition of a “complete branch of activity”
✔ APPLY | Case study on the criteria for the preferential tax regime
✔ APPLY | Simulation of an APA transaction with or without approval
✔ UNDERSTAND | Group adjustment mechanisms
◗ Post-LBO Restructuring: Necessary Reorganizations and Different Approaches Based on Objectives
✔ UNDERSTANDING | Review of possible post-LBO configurations
◗ Risky operations
– Tax Structures Challenged by the Tax Authority
– Anti-Abuse Measures in Restructuring
✔ UNDERSTAND | Case Law Examples and Sensitive Situations
✔ EVALUATE | Case Studies on the Impact of a Change in Business Activity or the Misuse of Tax Incentives
Why choose this course?
In the life of a group of companies, restructuring operations are numerous: integration of new entities, reorganization of the operational perimeter, optimization of legal structures... Understanding and mastering the tax impacts of the main operations carried out by groups enables you to grasp the issues and constraints posed by the legislation and to anticipate the impacts.
Teaching and assessment methods
Before the training: Submit your expectations via your online portal 15 days before the training begins and complete a self-assessment of your skills.
Teaching Methods: A variety of methods to cater to different learning styles, encourage active participation, and reinforce learning through experimentation and practice.
Educational materials: presentation materials, reference materials (summary sheets, tables, etc.), and other resources available in your account.
During the training: a mix of theoretical concepts and examples drawn from real-life cases. Participants are given the opportunity to engage in role-playing exercises. Numerous practical exercises allow participants to demonstrate their mastery of the skills as the training progresses.
Monitoring and evaluation: attendance sheet and certificate of completion. Immediate and post-training evaluations conducted using the LearnEval platform.
Price
1 295 € EXCL. TAX
Testimonials
Restructuring tax training
Restructuring tax training
Restructuring tax training
Jonathan C.
Company
Training