Renmere specialises in the development, design and implementation of transaction structures within the broader context of mergers and acquisitions. Our deliverables are tailored to ensure that commercially viable structure alternatives are identified at the outset of the process and that the best option is selected with due consideration to the related risks and benefits.
We provide a comprehensive range of tax structuring advisory services, including the design of transaction alternatives, detailed step-by-step transaction structure memoranda, supporting transaction calculations, formal tax opinions, ruling applications and implementation support (including transaction cashflows and review of transaction agreements, resolutions and supporting documentation).
Every M&A transaction presents a number of alternative courses of action, each of which may yield a different tax result. The optimal M&A transaction structure should ensure that the commercial objectives of the parties are achieved in a tax optimal manner. Due consideration should be given to the potential risks and opportunities which may arise in relation to each transacting party and it is important to ensure that both the immediate and future implications of the transaction are taken into account.
Renmere’s approach to cross-border investment structuring ensures that the ultimate investment structure is suited to the practical and commercial realities of the investor and achieves an optimal multi-jurisdictional tax result in relation to immediate and future cashflows.
As a consequence, it is often difficult to ensure a consistent level of quality and responsiveness across jurisdictions. Where left uncoordinated, turnaround times can be slow, advice may lack proper context and pragmatic solutions may not be forthcoming.
Renmere’s specialised approach ensures successful multi-jurisdictional transaction tax work in Africa. Our methodologies include the following:
- Providing a centralised project management and structuring function which involves a clear and disciplined work program.
- A hands-on approach which may include performing work in-country.
- Instruction methodology which favours the confirmation of assumptions rather than open-ended queries.
- The use of tailored templates which culminate in a single consolidated deliverable.
- Employing the best tax professionals in each jurisdiction.
Renmere advises on investment holding and co-investment structures, including private equity fund structures, renewable energy investments, joint ventures, partnerships, trusts and special purpose vehicles.
Renmere advises on the design and implementation of Black Economic Empowerment transactions.
Renmere advises on the design and implementation of employee incentive structures, including the broad spectrum of share incentive arrangements.
Internal group restructuring and rationalisation transactions can present significant risks from a tax perspective and it is important to ensure that these arrangements are implemented in terms of an appropriate transaction structure. Internal reorganisations can furthermore provide a commercial precursor for significant planning opportunities.
Renmere specialises in group reorganisation transactions, including company formations, mergers, unbundling transactions, liquidations, intra-group sale and exchange transactions.
Renmere specialises in corporate funding structures, including acquisition funding, operational funding, debt refinancing, debt capitalisations, debt waivers, securitisation transactions, funding related hedging transactions and security arrangements.
Tax Due Diligence services
We provide a comprehensive tax due diligence review service, including South African Income Tax, Withholding Taxes, Value Added Tax, Transfer Duty, Security Transfer Tax, Payroll Taxes, Customs and Excise and Mineral Resource Royalty.
In addition to the above, Renmere provides a multi-jurisdictional tax due diligence project management service which includes the scoping, negotiation, work programme design, oversight and reporting in respect of multi-jurisdictional tax due diligence review assignments.
Every due diligence assignment is scoped by Renmere to take account of the transaction size, timing, target industry, nature of activities, complexity of key target risk areas and the transaction parameters agreed between the parties. Renmere’s due diligence work programme is designed to identify all material historical risks, opportunities and target attributes relevant to the acquisition structure. Key risks are identified and communicated at pre-agreed intervals and a detailed tax due diligence report is issued upon conclusion of the review. All historical tax risks are contextualised and quantified, an appropriate course of action is recommended and the acquisition agreements are reviewed to ensure that the appropriate protection mechanisms are incorporated.
Renmere offers specialised tax related savings solutions to selected corporate clients. Engagements of this nature are concluded on a contingency fee basis and may depend on the existence of specific factual circumstances.