M&A Tax Due Diligence Framework
Operations Finance Ops Executive
The prompt
Our client is acquiring {{target_company_type}}] and we need comprehensive tax due diligence to uncover risks and shape transaction. Build a tax DD framework.
Include: (1) Tax risk assessment – what are key tax risks in acquisition? (2) Compliance review – are all tax filings current? Audit issues? Penalties? (3) Uncertain tax positions – what positions could be challenged? Exposure? Reserves? (4) Deferred tax – deferred tax assets and liabilities? Valuation allowances? (5) Transaction structure – is planned structure optimal? Stock vs. asset purchase implications? (6) Contingencies – what tax risks should be covered by rep and warranty insurance?
Include tax DD information request and findings summary template. Quantify exposures. Why this works
Tax surprises post-close are costly. Thorough DD prevents problems.
Risks & review
DD scope can be huge. Prioritize biggest tax risks based on business model.