Corporate transactions
- Advised a private equity backed business on the corporate tax aspects of several acquisitions as part of its buy-and-build strategy, including drafting and negotiating tax covenants and tax warranties on several international transactions
- Advice on corporate reorganisations, including obtaining tax clearances from HMRC
- Provided advice on complex employment related securities (ERS) issues arising in the context of a buyer due diligence exercise, and solutions to allow the transaction to proceed
Share incentives
- Drafting and advising on numerous share incentives, including EMI, CSOP, SIP and “unapproved” schemes
- Created a bespoke incentive for a senior NED and advised the board on this and related corporate and tax issues
- Advising on “cashless exercise” procedures available on exit events
Real estate
- Advice to a major chain on its obligations under the CIS on its construction work
- Advice on commercial property transactions where “transfer of a going concern” status for VAT was unclear
- Advised wind farm developers on whether various payments would be caught by property transfer taxes (LBTT/SDLT)
Enterprise Investment Scheme (EIS)
- EIS advice to several SaaS companies in relation to multiple investments from various angel investors, including seeking advance assurance from HMRC
- EIS advice to angel investment syndicates considering various corporate transactions within portfolio companies and wanting to protect EIS relief