Due diligence
Planning the acquisition of a business, its organized part or an asset is not only a strategic and business challenge, but also a tax one. Identifying tax risks at an early stage of the transaction can affect both the value of the subject of the transaction, the legitimacy of the transaction or provide an argument in the price negotiation process.
The purpose of tax due diligence is to comprehensively examine the tax situation of the enterprise, company or asset subject to the transaction. The result of the study is a report discussing the identified errors, irregularities and risks, along with recommendations for improving the tax situation.
Who is it for?
- Are you planning to purchase a business, company or assets?
- Have you received an acquisition offer, but don't know what's hidden in the seller's tax returns?
- Are you planning a merger, but would like to make sure about the tax security of the transaction?
- Are you an investor and have found a potential counterparty?
Our support scope:
- Verification of the correctness of tax settlements for: CIT/PIT, VAT, real estate tax and PCC.
- Creation of the sales agreement (SPA) and negotiations until the closing of the transaction.
- Preparation of a report showing the tax condition of the subject of the transaction.
- Preparation of tax documentation of the transaction.
- Preparation of recommendations for minimizing the identified risks.
- Analysis of reports prepared by the seller.
Contact one of our experts on CIT
Winning the case before the Supreme Administrative Court
on tax control for 2013 and determination of tax liability. Ref. act II FSK 585/20
Winning the case before the Supreme Administrative Court
regarding the Company's CIT exemption. Ref. act II FSK 1250/22
Winning case before the Voivodeship Administrative Court
on alleged abuse of VAT law. Ref. no. III Sa/Wa 203/22
Judgment of the Supreme Administrative Court, ref. no. I FSK 1816/20
The court objected to the very common approach among the tax authorities, but also often among the courts, of attributing an implicit awareness of participation in a fraud by pointing out that the evidence on the record did not show that such awareness existed. The court ordered that very precise criteria be taken into account that would make such awareness of fraud plausible.
Judgment of the Voivodeship Administrative Court in Warsaw (III SA/Wa 2555/20)
Judgment on abuse of rights. The court questioned the authorities' instrumental attempts to apply the concept of abuse of rights, pointing out that the conditions for abuse were not met in the evidence on the record.
Winning case before the CJEU. C-395/09
The right to deduct input tax when purchasing services from countries considered to be tax havens, Oasis East Ltd.
Winning case before the CJEU. C-395/09
The incompatibility with Community law of Polish provisions concerning the restriction of the right of entrepreneurs to deduct VAT on the purchase of passenger cars and fuel for them, Magoora Sp. z o.o.
Winning case before the CJEU. C-313/05
Excise duty levied on imported second-hand cars in connection with their first registration in Poland, Maciej Brzezinski
Most conducted and won cases when representing taxpayers before the CJEU among all Polish attorneys.
Jerzy Martini - author and co-author of Commentary on the VAT Directive (Unimex ed.)
Jerzy Martini - author, co-author and editor of Commentary to the VAT Act (publ. C.H.Beck)
Jerzy Martini - author and co-author of "VAT in the jurisprudence of the European Court of Justice" (publ. C.H.Beck)
Marek Wojda - co-author of Commentary on the VAT Directive (Unimex ed.) and the VAT Act (C.H.Beck ed.)
Featured in the 'Law firm on Linkedin - a practical guide' by legal marketing agency Tomczak Stanisławski.
Repeatedly recognised in the rankings of Rzeczpospolita and Dziennik Gazeta Prawna.
We teach at universities, including the School of Economics
Jerzy Martini honoured annually in the prestigious Chambers & Partners ranking, indicated as Band I (highest possible level) in the individual ranking of tax advisers in the Tax Consultants category.