A legal restructuring requires specialized knowledge on the tax, accounting, legal and administrative issues to fulfil all regulatory requirements which in the end leads to a successful registration of the new organisation by the Court of Registry.
There are several decisions to be taken by shareholders and management, which needs preliminary and ongoing support and timely information provided to the decision-makers. The type of merger or de-merger, the most appropriate timing, the use of tax efficient structures like preferential transformation, the tax burden, the reorganization of the equity structure during the merger, process to be followed with the Hungarian Competitive Authority are all important points to be covered.
There are several decision points you should consider such as:
- What is the most efficient transformation structure (merger, de-merger, which company should be the successor, which should be spin-off entity)?
- What are the tax consequences of the transformation?
- Should the transformation take place on net book value or on fair value?
- What legal process and disclosure requirement must be followed?
- Is there any requirement regarding Hungarian Competitive Authority or other Authorities?
- What reporting requirements should be fulfilled?
- Does the company have internal resources and experience in preparing merger-balance sheet and merger-inventory?
- What equity requirements need to be fulfilled for a successful Court registration?
- How to resolve equity compliance issues during the merger?
- Who is able within the company to manage the whole process and keep the project on track?
Mazars' multidisciplinary team of experienced professionals can help you to answer these questions and guide you through the process of the company transformation using our project management skills, experience and tax, legal and audit expertise.
Mazars' corporate transformation services include:
- Merger and spin-off advisory and project management,
- Tax advisory in order to establish tax efficient company restructuring programme,
- Merger and spin-off audit,
- Cross-border mergers,
- Dissolution management,
- Legal advisory and administration support in merger, spin-off process