Tax aspects of reorganisations, restructuring and acquisitions

Your legal structure is subject to change within your company and the environment. It is therefore important to regularly reflect on how to best structure your company. Would you like to change the structure or do you intend to reorganise? Then you have several options for restructuring.

Some key issues

In the expansion of business activities by an (international) acquisition or merger, some economic and tax legal aspects play an important role, such as:

  • How will the acquisition be financed?
  • Can the (inter) national acquisition be legally structured without taxation?
  • How should you deal with existing fiscal risks or potential claims from the past?
  • Must a (tax) due diligence be performed prior to the completion of the merger?
  • What options are there to exploit opportunities for deductible losses of the acquired company after the acquisition or merger?

In addition to corporation tax, attention should be paid to sales tax in a restructuring or acquisition. If there is property, attention must also be given to the relevant transfer tax aspects.


In the fiscal area, there are several subsidies to let a restructuring or acquisition take place without the need for tax to be paid:

  • The share merger
  • The business combination
  • The legal division
  • The legal merger
  • The fiscal unit

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