Specialist Tax Restructuring & Reorganisations

Freeths advised on the cross-border restructuring of a group of Luxembourg incorporated companies, which held significant real estate assets and development opportunities in Germany. The advice guided and enabled a Part 26A Companies Act 2006 debt restructuring plan.

The tax team’s role in this transaction was to advise on the numerous tax implications of the restructure to ensure that the restructuring completed with no adverse tax consequences. Freeths also advised on the appropriate steps to ensure that each of the relevant companies involved in the restructure was able to become or remain tax resident in its desired jurisdiction alongside UK VAT registration requirements. The advice was provided promptly in order to meet strict court deadlines.

The restructuring allowed for the potential rescue of a number of companies in Luxembourg which are involved in the construction of high-value properties in Germany from insolvency and involved the release and appropriation of a number of debts.

Freeths advised on the sale of UK based metallurgical group of companies’ sale to an Employee Ownership Trust (EOT). 

This sale marked the move of a large local employer from private ownership to full employee ownership.

The tax team’s role in this transaction was to advise on the pre-sale restructuring which was crucial in order to maximise the value of the sale to the EOT whilst ensuring that the selling shareholders benefitted from the generous EOT reliefs. HMRC statutory and non-statutory clearances were obtained in advance.

Tax advice provided by: Adrian Hackett & Alex Angelides

Freeths tax advised a UK-based holding company in relation to the proposed restructure of its group.

Freeths prepared a detailed tax and structuring report covering the tax implications of the restructuring and demerger of a £46.6m turnover business within the holding company, as well as advising as to the proposed strategy and risks, with a view to then implementing the restructure / demerger.

Tax advice provided by: Adrian Hackett & Alex Angelides

Freeths advised on the demerger and wider reorganisation of the property-holding structure of a Danish and UK tax resident healthcare group.

Freeths transferred the UK care homes and operating companies from Danish entities to a common UK intermediary holding company. The transaction brought the UK care homes under an ‘umbrella’ of a UK holding company which streamlined the group structure by the removal of the Danish entities and enabled a more centralised, UK-based management of the UK care home side of the business.

Freeths structured the transaction, advised on the treatment and foreign entity classification for UK tax purposes of the relevant Danish entities involved in the reorganisation (including for SDLT group relief purposes), applied for HMRC’s confirmation on the entity classification and availability of tax relief and advised on the overall tax treatment including the ‘central management and control’ for corporate residency purposes and practical steps in relation to tax residency.