The tax due diligence on a transaction is not a formality. It is the basis on which the deal price, the structure, and the contractual protection are determined.
Mergers & Acquisitions
We advise buyers, sellers, and management teams on the tax dimensions of M&A transactions. Our involvement begins at the due diligence stage and continues through deal structuring, SPA review, and post-closing integration. We work on both the buy side and the sell side, and we are accustomed to operating as a specialist tax adviser within a broader transaction team alongside corporate lawyers, notaries, and investment banks. Transactions range from small owner-managed business disposals to complex cross-border deals involving Dutch holding structures, participation exemption analysis, and Dutch dividend withholding tax.
What we do?
- Tax due diligence, including identification of exposures, quantification and contractual risk allocation
- Deal structuring with share deal versus asset deal analysis under Dutch tax law
- Dutch participation exemption analysis on the disposal of a shareholding
- Share purchase agreement review covering tax warranties, indemnities and condition precedents
- Management buy-out structuring for management teams
- Earn-out arrangements and deferred consideration analysis for buyer and seller
- Vendor due diligence and preparation of a tax section for vendor reports
- Post-acquisition integration covering tax aspects of legal and fiscal consolidation
- Dutch real estate transfer tax analysis on indirect real estate transfers
Who is it for?
- Entrepreneurs selling their business to a strategic buyer, private equity, or management
- Buyers and investors acquiring Dutch companies or business assets
- Management teams in MBO situations requiring tax-efficient structuring
- Private equity funds conducting due diligence on Dutch targets or portfolio company add-on acquisitions
- Corporate law firms and investment banks seeking a specialist tax co-adviser on a transaction
Get in touch with our specialists
CONTACT US
Let's get in touch
At Taxboutiq, we provide expert tax advice and tailored support for businesses and individuals. Whether you have a question about our services, need guidance on a tax matter, or would like to schedule an introductory meeting, we are happy to assist.