Tax consultancy

M&A restructuring

Tax advisory services in the area of ​​restructuring and mergers and acquisitions (M&A) are dedicated to entrepreneurs planning strategic changes to their business structure. In an era of dynamic economic change, mergers, demergers, and legal transformations are becoming essential for building a competitive advantage and optimizing operational processes. Each of these operations, while justified from a business perspective, carries significant tax implications that can determine the success or failure of the entire venture.

From the moment the decision to restructure is made, it is crucial to precisely plan the path of change so as to maintain the tax neutrality of the processes and often avoid the risks arising from the provisions on counteracting tax avoidance (GAAR).

Unlike standard advisory services, M&A processes require a multi-dimensional approach, in which legal and tax aspects are inextricably linked. Our support focuses on comprehensive transaction preparation – from conducting detailed tax due diligence, through transaction structuring, to final implementation and post-transaction reporting. We pay particular attention to identifying risks related to tax succession, the settlement of tax losses from previous years, and the proper determination of revenues and costs during share exchanges and business contributions. Transparent accounting of these transactions is not only essential for tax authorities but also a key argument in negotiations with investors and financing institutions.

Many restructuring processes, such as the transformation of sole proprietorships into limited liability companies or spin-offs, raise numerous concerns regarding corporate income tax (CIT), personal income tax (PIT), civil law transaction tax (PCC), and VAT. BTTP offers support aimed at identifying potential tax risks and proposing actions to minimize them. We prepare applications for individual tax rulings, which provide tax protection for ongoing projects. We also prepare arguments for future tax audits in the form of defense files. Our role extends beyond preparing opinions – we provide full operational support to our legal department in registration matters, as well as to the accounting department in closing and opening accounts, preparing merger-date reports, and ensuring the proper recognition of goodwill in the balance sheet, as well as company valuations.

Our team, comprised of tax advisors, legal experts, and accounting specialists, has extensive experience in handling highly complex transactions, both domestically and within international structures. The synergy of our knowledge of balance sheet law and substantive tax law allows us to seamlessly implement restructuring processes, minimizing administrative burdens and allowing business owners to focus on the strategic goals of the newly established structures.