Start up Period (Fund and Investment Structuring)
Corporate Finance
- Due diligence – Buyer
- M&A – Buy side, fund rising, management advisory
- Valuation & valuation review
Contact:
Jean-François Kroonen
Corporate Finance Partner
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Tax Consulting Services
- Tax structuring report
- Tax structuring and financing (assistance regarding the choice of the organisational structure, regulated or not) considering investors, investment locations and other stakeholders, both at the holding and fund level
- Preparation of tax modeling to compute income repatriation mechanisms (i.e. computation of variable interest for debt instruments, redemption prices etc.)
- Tax due diligence
- Review of regulatory issues, consultations and liaison with the local regulatory authorities
- Securing / optimising Asset Manager’s tax treatment
- Advice on substance and permanent establishment issues and benchmarking
- Operational diagnostics
- Review of legal documentation from a tax perspective
- Management participation program/carry planning
Contacts:
Vincent Lebrun
Tax Partner, Private Equity Leader
Fiona Monsen
Tax Partner, Tax Structuring, Repatriation Planning and Due Diligence
Laurent de La Mettrie
Tax Partner, Regulated Private Equity Structures and Hedge Funds Structures
VAT Services
- Identification of VAT exposures including VAT liability, obligation to register for VAT purposes and file VAT returns
- Identification of VAT opportunities and set up of a VAT strategy
- VAT efficient structuring in relation to transaction costs, recharge and shared services
- Input VAT recovery
- Review of agreements and document supporting set-up costs
- VAT due diligence
- Assistance in the VAT registration process
Contact:
Laurent Grençon
Tax Partner, VAT Services for Private Equity and Real Estate Structures
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Corporate Structuring Services (CSS)
- Preparation of corporate documentation (articles of association, proxies, corporate mandate, letter of acceptance)
- Investigation of the proposed business name against the trade register
- Application for a business license (if required)
- Assistance for the opening of a bank account
- Assistance for tax registration (including VAT registration further to VAT analysis)
- Incorporation of companies
Contact:
Christophe Loly
Tax Partner, Corporate Structuring Services
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Compliance Services (ECF)
Corporate Income Taxes
- Coordination with tax consultants during the setting-up of the structures
- Corporate tax process analysis and review
- Tax unity implementation
Contact:
Geraldine Piat
Tax Partner, Private Equity Tax Compliance Services
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Accounting
- Setting up of chart of accounts, accounting procedures and policies
- Accounting advice to ensure proper implementation of contemplated transactions
- Liaison with auditors (to validate specific accounting treatments if required)
- Preparation of financial information and accounting forecasts
- Coordination in the context of contribution in kind reports and valuations with third party advisors (lawyers and trust offices)
Contact:
Luc Trivaudey
Tax Partner, Private Equity Accounting and Tax Compliance Services
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Transfer Pricing (TP)
- Due diligence of Transfer Pricing issues for acquiring an existing activity
- Setting up of tax efficient fund structure in line with arm´s length principle
- Benchmarking analysis to determine an arm´s length transfer price for different services rendered to its related parties
- Assistance in obtaining Advance Tax Agreements relating to transfer pricing
- Review of existing inter-company agreements
- Valuation of intellectual property transferred from related parties, if any
- Advice on appropriate cost base/minimum substance based on functions, assets and risks
Contact:
Begga Sigurdardottir
Tax Partner, Private Equity Transfer Pricing
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Regulatory and Advisory Services
- Fund structuring, setting-up and licensing assistance
- Health checks/risk assessments
- Assistance to comply with regulatory entities’ requirements
- Processes and procedures definition / drafting assistance
- Deals origination and M&A financial advisory (acquisition mandates)
- Tailored workshops regarding roles & responsibilities as well as controls
- Review of Private Placement Memorandum
Contacts:
Xavier Balthazar
Partner, Regulatory Compliance Advisory Services ("RCAS")
Olivier Carré
Advisory Partner, Private Equity Funds
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Audit
- Private Equity Statement on Auditing Standards 70 (SAS 70) Reports or Controls Reports
Contacts:
Valérie Tixier
Audit Partner, Private Equity Funds Leader
Markus Mees
Audit Partner, Private Equity
Véronique Lefebvre
Audit Partner, Assurance Private Equity Leader and Member of Real Estate Luxembourg Core Group
Philippe Duren
Audit Partner, Unregulated Private Equity Structures and IFRS
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Environmental, Social and Governance Services
There is a growing trend and increasing questions from investors regarding Environmental, Social and Governance (ESG) approach of PE funds and it is increasingly important for PE houses to demonstrate strong ESG credentials during fund raising campaigns. The PE industry response to ESG is rapidly evolving and this makes the challenge of attaining and maintaining a leadership position particularly complex for PE funds.
As a result, a growing number of PE funds are developing ESG strategies addressing both the PE house level and its relations with its portfolio companies in the phases of investment acquisition, holding period and investment exit. The Sustainability team of PwC Luxembourg can support this process providing the following services:
- Definition of ESG strategy for private equity houses
- ESG training and awareness
- Environmental, social and governance due diligence for investment acquisition
Contact:
Laurent Rouach
Sustainability Partner, Sustainability and Climate Change
Expatriate tax planning
- Optimization of package of remuneration, salary benchmark and regulatory constraints
- Eligibility for the application of the Circular letter
- Costs estimates
- Social security advice
Contacts:
Michiel Roumieux
Tax Partner
Eric Paques
Tax Partner
