Holding Period

Corporate Finance

Due diligence – Buyer / Vendor
M&A – Buy side, sell slide, restructuring, fund rising, management advisory
Valuation & valuation review

Contact:

Jean-François Kroonen

Corporate Finance Partner, Private Equity Funds

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Tax Consulting Services

Preparation of tax structure report
Ongoing tax assistance to the structure, (e.g., preparation of tax memorandums to provide in-depth analysis of the practical implications of the structure, day-to-day advice for the management of the structure and the investments, etc.)
Internal and cross-border financing and treasury solutions (e.g., tax efficient base erosion, efficient repatriation, cash pooling, utilisation of tax losses, etc.)
Advice regarding potential synergies between main PE structure and underlying investments, tax optimisation of the acquired structure in view of the fund structure
Intellectual property assets tax planning (e.g., use of the Luxembourg intellectual property tax regime; acquisition structures for intangibles, principal structures, etc.)
Preparation of tax modeling to compute income repatriation mechanisms (e.g., computation of variable interest for debt instruments, redemption prices etc.)
Controlled foreign companies tax planning (e.g., hook stock structures)
Reducing the global withholding tax burden (e.g., use of foreign tax credit, efficient application of the double tax treaties)
Advance tax agreements with the Luxembourg tax authorities covering additional activities than the core fund structure

Contacts:

Vincent Lebrun

Tax Partner, Private Equity Industry Leader (Fund/Investment Structuring)

Fiona Monsen

Tax Partner, Tax Structuring, Repatriation Planning and Due Diligence

VAT Services

Ongoing assistance with regard to VAT during the life of the fund, including management of transactions and refinancing costs
Improvement of input VAT recovery
Review of agreements and documentation supporting transactions and refinancing costs
Liaison with VAT Authorities
VAT returns (preparation or review)

Contact:

Laurent Grençon

Tax Partner, VAT Services for Private Equity

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Compliance Services (ECF)

Corporate Income Taxes

Preparation/review of Luxembourg corporate tax returns (including withholding tax returns)
Advising on specific areas of the tax code
Tax Management Report (TMR)
Secondments/consulting roles
Global coordination tool (Encompass)
Review of tax assessments, assistance with tax claims, tax obligation assistance
Health checks
Operational diagnostic
Assistance with queries raised by the authorities and/or the auditors
Calculation/review of tax provision for local reporting and group reporting (including IAS12, FIN 48, FAS 109 and deferred taxes)
Tax litigation assistance

Contact:

Geraldine Piat

Tax Partner, Private Equity Tax Compliance Services

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Accounting

Advice on accounting treatment of transactions
Group accounting manual and chart of accounts (including Luxembourg Standard Chart of Accounts), group consolidation instructions
GAAP to GAAP translation
IFRS transition coordination
Bookkeeping, periodical reports and compilation of statutory financial statements and consolidated financial statements
Specific investors reporting
Preparation of forecasts and cash-flow statements, etc
Connection and liaison with auditors (including preparation of audit trails)
Assistance in the preparation of contribution in kind reports and valuations

Contact:

Luc Trivaudey

Tax Partner, Private Equity Accounting Services

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Corporate Secretarial Services (CSS)

Organization of board meetings and general meetings
Maintenance of the shareholders register
Drafting of relevant corporate documentation (i.e. , decisions and proxies) to reach our clients’ objectives
Participation in the board / general meetings as an expert (i.e. , company secretary)
Administrative filing
Restructuring and other special operations

Contact:

Christophe Loly

Tax Partner, Corporate Secretarial Services

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Transfer Pricing (TP)

High level analysis of inter-company transactions
Preparation of Transfer Pricing documentation in line with OECD Transfer Pricing guidelines and Luxembourg tax law for justification of inter-company transactions including benchmarking analysis of such transactions
Optimization of existing Transfer Pricing structure to lower the effective tax rate by way of shifting risks and/or functions/assets
Alignment of business model and assistance in Value Chain Transformation
Audit Defence: Assistance during tax audit of related party in the respective jurisdiction
Justification for Goodwill amortization

Contact:

Begga Sigurdardottir

Tax Partner, Private Equity Transfer Pricing

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Regulatory and Advisory Services

Assessment of business activities (e.g. risks, compliance)
Implementation of administration systems
Benchmarking of operations vs. market practice
Design or re-engineering of business processes
Review of third party providers service level

Contacts:

Xavier Balthazar

Regulatory Compliance Advisory Services Partner

Olivier Carré

Advisory Partner, Private Equity Funds

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Audit

Audit of Private Equity structures ( SICARs, SIFs, Part II funds, Holdings ) and Special Purpose Vehicles
Contributions in kind or other contractual or regulatory reviews
Assistance in recordkeeping and reporting process, including accounting advisory support
Carried interest or performance fee models review
IFRS compliance review and advice on technical questions

Contacts: