Module 1: Introduction to M&A and Taxation Fundamentals

This module lays the groundwork for understanding the role of tax in M&A. Participants will explore the types of mergers and acquisitions and the associated tax frameworks.

Overview of M&A types (asset vs. share deals)
Tax objectives in M&A transactions
Role of tax advisors in the deal lifecycle
Alignment of financial and tax strategies
Legal structures and their tax implications

Module 2: Deal Structuring and Tax Optimization

Effective deal structuring can create significant tax efficiencies. This module introduces the core strategies used to optimize tax outcomes during M&A.

Understanding tax-neutral vs. taxable transactions
Domestic vs. cross-border structuring strategies
Use of holding companies and special purpose vehicles (SPVs)
Leveraged buyouts (LBOs) and tax shields
Integration with business restructuring

Module 3: Tax Due Diligence

Due diligence is a critical phase in any M&A deal. This module focuses on tax-specific due diligence procedures, tools, and reporting standards.

Objectives and scope of tax due diligence
Identifying and evaluating tax risks
Common red flags in target company tax profiles
Tax audit exposure and contingent liabilities
Reporting and communication with stakeholders

Module 4: International Taxation and Cross-Border M&A

This module delves into the challenges and strategies in managing tax across multiple jurisdictions, including the impact of international regulations.

Transfer pricing and its role in M&A
Withholding taxes, treaty benefits, and BEPS implications
Controlled Foreign Corporation (CFC) rules
Double taxation and dispute resolution mechanisms
Cross-border structuring case studies

Module 5: Post-Merger Tax Planning and Integration

Tax considerations don’t end at deal closure. This module covers how to manage tax implications during integration and reorganization.

Post-acquisition tax planning
NOLs (Net Operating Losses) and their utilization
Tax treatment of goodwill and intangibles
Group taxation and consolidation regimes
Managing compliance and reporting post-merger

Module 6: Case Studies and Practical Applications

This final module reinforces learning through real-world case studies and simulations, combining technical knowledge with strategic thinking.

M&A transaction simulation and role play
Industry-specific tax case reviews (e.g., tech, healthcare, energy)
Review of landmark M&A tax controversies and lessons learned
Peer collaboration and group presentations

Taxation in Mergers and Acquisitions Training Course in Cairo

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