De-mergers and partial de-mergers

De-mergers and partial de-mergers
Accounting and tax aspects after the fiscal merger law of 11 December 2008

Almost each group of companies has sooner or later to deal with a restructuring, e.g. in order to simplify its group structure, to carve-out its non-core-business or to enter into a joint venture. This can e.g. be realised by means of a de-merger or a partial de-merger.

This book gives management and its advisors a practical overview of the consequences of such transactions from an accounting and tax perspective.

The authors, all of them being specialists with respect to Mergers & Acquisitions, elaborate on the current regime by means of an in-depth analysis of legislation, doctrine, case law and administrative decisions, combined with numerous case studies. Also the historical perspective and the practical consequences of the new Belgian merger law (published on 12 January 2009) are discussed.

The book handles both tax-free and taxed (partial) de-mergers, and focuses not only on direct tax, but also on VAT, registration duties and other indirect taxes. Furthermore, the book contains specific topics such as the retroactive effect of a (partial) de-merger, the split of the net equity, and the liability for existing and latent debts. The Belgian tax aspects of cross-border (partial) de-mergers are also dealt with, in a separate section.

About the authors

Nancy De Beule is Corporate Tax Director, Christophe Rapoye is Senior Corporate Tax Manager and Bart Caluwé is VAT Manager at PricewaterhouseCoopers Tax Consultants in Belgium. They are members of the Transactions Group of PricewaterhouseCoopers.

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