Tax: M&A, Financings, Corporate Reorganizations and Restructurings

Overview

Increasingly, taxation plays an enhanced role in organizations as in-house tax professionals and outside counsel become more involved in both shaping and realizing the corporation’s strategic business objectives. This business-facing posture is particularly valuable in the area of mergers and acquisitions, corporate reorganizations and restructurings. 

Maximizing tax efficiency and minimizing potential tax risks are critical to the success of transactions that involve an acquisition, divestiture, financing, reorganization or restructuring. These are just some of the taxation-related issues that concern corporate leadership and in-house tax professionals throughout the negotiation and deal-structuring process. They must also fully understand the tax consequences of the transaction and consider the possibility of an assessment – especially in the current environment with heightened scrutiny from tax authorities.

Osler’s group of taxation experts act as a valued partner to businesses, offering their deep experience, unparalleled insight and industry-acknowledged expertise to ensure the organization’s concerns are addressed and objectives are met as effectively as possible. Working in collaboration with clients – and in conjunction with the rest of Osler’s multidisciplinary team– our tax lawyers are integral to the successful structuring and completion of transactions and focus on

  • developing innovative and tax efficient transaction structures, including the form of the transaction, the type of consideration, the identification of the tax objectives driving the economics of the deal and the most appropriate financing options
  • drafting and negotiating tax aspects of transaction agreements, and undertaking related due diligence
  • managing tax risks throughout the transaction and ensuring the deal does not create undue risk for the company or increase its existing risk profile
  • anticipating and handling scrutiny of the transaction by tax authorities and mitigating the potential consequences of that scrutiny (such as assessments/audits and possible additional payments, disputes and litigation)
  • keeping abreast of all relevant tax legislation, regulations and treaties to ensure compliance and minimize scrutiny from tax authorities

Osler has provided taxation advice on many of the most significant transactions undertaken by Canadian corporations, partnerships, trusts and other entities within and outside Canada, and by foreign corporations, and other entities within Canada.

 

Taxation

 

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Chambers

  • Chambers Canada: Canada's Leading Business Lawyers, 2016-2018: Band 1, Tax.
    • "The depth of the team is unbelievable."
    • "Top operator in the market."
    • "I enjoy working with them - they bring a level of technical expertise that is extremely deep. We get tremendous insight."
    • "Osler is technically strong. They are also commercial and will take a view supported by reasoned and principled judgement in areas with no clear answer. I am very happy with their advice."
  • Chambers Global: The World's Leading Business Lawyers, 2003-2018: Band 1, Tax.
    • "They are a premier tax group."
    • "They bring credibility and objectivity in their advocacy."
  • Chambers Canada Awards, 2015, Osler wins Tax Team of the Year.

Lexpert

  • The Canadian Legal Lexpert Directory, 2010-2018: (Toronto, Ontario) Most Frequently Recommended, Corporate Tax.
  • The Canadian Legal Lexpert Directory, 2018: (Calgary, Alberta) Repeatedly Recommended, Corporate Tax.
  • The Canadian Legal Lexpert Directory, 2010-2018: (Montreal, Quebec) Consistently Recommended, Corporate Tax.  
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, 2015: Osler lawyers recognized in the area of Corporate Tax.
  • Lexpert Guide to the Leading US/Canada Cross-border Corporate Lawyers in Canada, 2015: Osler lawyers recognized in the area of Corporate Tax.
  • Lexpert Guide to the Leading US/Canada Cross-border Litigation Lawyers in Canada, 2014: Osler lawyers recognized in the area of Tax Litigation.

Legal 500

  • The Legal 500, 2015-2018: Tier 1, Tax Law.

Best Lawyers

  • The Best Lawyers in Canada, 2006-2018: Osler lawyers recommended in Tax.

International Tax Review

  • International Tax Review: Americas Tax Awards, 2018: Osler wins Canadian Tax Firm of the Year and Tax Court Firm of the Year at the ITR Amercias Tax Awards 2018
  • International Tax Review: Americas Tax Awards, 2018: Al Meghji wins Americas Tax Litigation & Disputes Practice Leader of the Year.
  • International Tax Review, 2018: Tier 1, recognized as one of the Best Transactional Firms in Canada.
  • International Tax Review, 2017: Tier 1, recognized as a leading firm in the World Transfer Pricing guide.
  • International Tax Review, 2017: Tier 1, recognized as a leading firm in the World Tax guide.
  • International Tax Review, 2014-2017: Osler lawyers recognized in Tax Controversy Leaders guide.
  • International Tax Review, 2015-2016: Osler lawyers recognized as leaders in Women in Tax guide.
  • International Tax Review: Americas Tax Awards, 2016: Osler wins Canada Tax Court Firm of the Year.
  • International Tax Review: Americas Tax Awards, 2016: Osler wins Canada Transfer Pricing Firm of the Year.
  • International Tax Review: Americas Tax Awards, 2016: Al Meghji wins Americas Tax Litigation & Disputes Practice Leader of the Year.
  • International Tax Review: Americas Tax Awards, 2016: Osler honoured for Americas Energy Tax Deal of the Year (advising on tax aspects of TransCanada’s acquisition of Columbia Pipeline Group).
  • International Tax Review: Women in Tax Leaders, 2015: Osler lawyers recognized as leading individuals.
  • International Tax Review: Americas Tax Awards, 2015: Osler wins National Tax Award in Canada.
  • International Tax Review: Americas Tax Awards, 2015: Osler honored for Americas M&A Deal of the Year advising Tim Hortons in its merger with Burger King.
  • International Tax Review, 2015: Osler lawyers recognized leaders in World Tax Guide.
  • International Tax Review, 2015: Osler lawyers recognized as leaders in World Transfer Pricing Guide.

Who’s Who Legal

  • Who’s Who Legal, 2006-2017: Osler lawyers recognized in the area of Corporate Tax.

U.S. TAX REFORM
Canadian enterprises that are invested in the U.S. economy should be keeping a watchful eye on tax reform developments.

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BEPS ACTION PLAN
In an effort to curb multinational tax avoidance and offshore tax evasion in developing countries, the OECD and G20 have created the BEPS project and related action plan.

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