Deal advisory, mergers and acquisitions tax

Tax and Regulatory Compliance in M&A and Private Equity Transactions

Every M&A and private equity transaction has to abide by various tax and regulatory requirements, be it while contemplating a strategic acquisition, divestment, corporate restructuring, merger, demerger, business/asset sale, reduction of capital, buyback, balance sheet right sizing, inbound or outbound acquisition, sale of shares or any other form of restructuring. Understanding and devising a strategy can help mitigate transaction risks and costs and also ensure it to be compliant from a regulatory perspective.

KPMG in India’s Deal Advisory, M&A tax practice works closely with clients to help identify tax and regulatory issues in the transaction and provides an approach that meets the desired commercial objectives.

Our offering comprises a broad range of tax and regulatory services that include:

Acquisition/divestment structuring - Consultation to determine and shape the immediate and long-term tax impact of the client’s acquisitions/divestments. Advising on acquisitions through leveraged/ management buyouts.
Tax due diligence and health check-ups - Apprise clients of the potential risks and benefits associated with a specific transaction
Corporate and internal restructuring: Provide tax and regulatory efficient approaches for internal restructuring, promoter holding restructuring, corporate restructuring exercises, which can be in the form of merger, demerger, sale of business/assets/shares, capital reduction, buyback, right issue, family arrangement, succession planning, etc.
Assist with the implementation of transaction and post deal advisory and support

Additionally, we conduct tax due diligence, provide negotiation support and offer structuring and documentation review for private equity, strategic and financial deals

We also work closely with family and promoter driven businesses and help in the areas of succession, next generation handover, governance, growth, exit strategies and wealth preservation.

Our team helps you focus on key areas through critical stages from ideation to implementation

Conceptualisation

Identify detailed objectives
Gain an understanding of the long-term approach
Ideate alternative structures based on desired business objectives
Review business plans from a tax and regulatory perspective

Management discussion

Gain an understanding of commercial objectives
Provide an information based approach
Conduct a SWOT analysis
Pre-deal evaluation

Devising structure options

Devise tax efficient structures in line with desired operating and financial controls
Analyse industry trends and evaluate feasibility of options
Review structures from a tax and regulatory perspective

Evaluation/ Due diligence

Provide a global approach to help uncover tax risks and identify an approach to existing exposures
Review tax representations, indemnity and warranty clauses in the contracts

Regulatory approval

Process and obtain regulatory approvals for establishing or consummating the transaction structure

Execution

Transaction implementation
Contract assistance
Negotiation support in completion phases
Thorough project management
Handholding through the entire implementation cycle
Review tax representations, indemnity and warranty clauses in the contracts

Integration

Faster smooth combination of tax records, utilisation of accumulated tax credits, losses and fiscal incentives

Post deal support

Facilitate completion of all regulatory formalities
Accounting the transactions in the books
Post closure discussions with management and its advisors

The KPMG advantage

KPMG in India’s Deal Advisory, M&A tax practice helps companies avoid fiscal pitfalls and helps avert unpleasant, post-transaction surprises. In addition to identifying potential tax costs/risks and proposing actions or methodologies to reduce negative effects on deal value, we also try to identify potential tax effectiveness opportunities to help enhance the deal value and propose actions or methodologies to capture those opportunities. We help clients identify and manage material tax exposures, look beyond the immediate impact, and design deal structures that enhance post-tax returns. We work closely with companies to identify tax and regulatory issues in their transactions and provide tools that can meet desired commercial objectives.

Tax can have a significant impact on an M&A deal, and hence it is essential to identify and address tax-related risks at an early stage. We recognise this fact and have worked towards meeting clients’ expectations through:

Professionals with relevant industry experience, from diverse backgrounds such as legal, accounting, ex-regulators, industry experts
Our private equity team is led by professionals who exclusively focus on PE firms in structuring funds/investments/exit funds
Combining our global focus and experience in international business with intimate local knowledge

Working as a single practice to help provide efficient service.
Vast experience of working with several Indian and multinational business houses on devising structures and implementation for transactions and internal restructuring
Regular flash news, knowledge sharing calls and webinars on tax and regulatory matters

India Insights

Our insights is your gateway to thought leadership and in-depth reports. Explore our curated collection of valuable content, where we delve into complex business challenges, share industry trends, and provide actionable insights.