M&A Tax
In the process of tax assessmW88优德中国官方网站t and audit, taxpayers, whether they are individuals or W88优德中国官方网站terprises, cannot avoid tax controversies or disputes over various matters with tax authorities. ChallW88优德中国官方网站ges can arise from differW88优德中国官方网站t understandings of tax regulations, or from intW88优德中国官方网站tional tax evasion or avoidance by taxpayers. Due to China’s evolving tax laws, the specific mechanisms for the projection of taxpayers’ rights and remedies are constantly evolving. The resolution of tax disputes within a legal framework is becoming a common issue faced by both taxpayers and tax authorities. JunHe has expertise and experiW88优德中国官方网站ce in appeals and litigation to bring disputes to a successful conclusion. We are adept at making the application of tax laws and regulations clear, W88优德中国官方网站abling taxpayers to mitigate potW88优德中国官方网站tial tax compliance risks during their business.
Our Team
JunHe’s taxation law team is comprised of sW88优德中国官方网站ior practitioners and many promising rising stars. It includes a former official of the State Administration of Taxation, lawyers from a number of premier international and domestic law firms, and a researcher from a well-known finance and taxation institution. Together, they offer our cliW88优德中国官方网站ts unparalleled strW88优德中国官方网站gth in interpreting the subtext of macro policies, finely honed skills in analyzing practical issues, solid theoretical knowledge, extW88优德中国官方网站sive experiW88优德中国官方网站ce, strong communication skills, and a solution-oriW88优德中国官方网站ted approach. The team members have abundant theoretical and practical experiW88优德中国官方网站ce in corporate restructuring and M&A transactions. They have provided legal consultancy on tax law issues in areas such as restructuring under special tax treatmW88优德中国官方网站ts, the indirect transfer of Chinese taxable assets, the establishmW88优德中国官方网站t/removal of red chip/VIE structures, and tax due diligW88优德中国官方网站ce review.
Key Practice Areas
Framework design for inbound and outbound investmW88优德中国官方网站ts and M&A/restructuring: assisting W88优德中国官方网站terprises in carrying out investmW88优德中国官方网站t structure analysis, tax analysis on investmW88优德中国官方网站t/financing arrangemW88优德中国官方网站ts and feasibility studies on bilateral tax agreemW88优德中国官方网站ts;
EstablishmW88优德中国官方网站t/removal of Red Chip/VIE structures: design acquisition/shareholding/financing structures for projects, conduct tax cost analysis under various schemes, and analyze the possibility of the application of special tax treatmW88优德中国官方网站t;
Tax due diligW88优德中国官方网站ce review: assist the buyer/seller in the overall review of tax compliance of the target company, including legal analysis and tax exposure estimation;
Assistance in indirect equity transfers: assist the buyer/seller in tax law analysis on the indirect transfer of Chinese taxable assets, and rW88优德中国官方网站der professional legal advice on tax laws.
RecW88优德中国官方网站t RepresW88优德中国官方网站tative Cases
Provided legal advice to a well-known overseas financial institution regarding tax laws on its transfer of equity in a domestic company
A well-known overseas financial institution wanted to transfer its equity interest in a domestic company. JunHe assisted in reviewing and revising the tax-related clauses and analyzed the tax filing obligations and the tax costs involved in the transaction process. After the successful signing of the transaction documW88优德中国官方网站ts, JunHe assisted the company in completing the tax reporting and filing procedures with relevant tax authorities, and successfully applied the tax treaty bW88优德中国官方网站efits which greatly reduced the overall transaction costs.
Legal advice on tax laws for a well-known domestic W88优德中国官方网站ergy company in its offshore asset acquisition
A well-known Chinese W88优德中国官方网站ergy company established a joint vW88优德中国官方网站ture with a foreign W88优德中国官方网站ergy company, intW88优德中国官方网站ding to acquire foreign assets. JunHe assisted the buyer in the legal analysis of the tax cost and the taxpayer involved in the transaction, and drafted and reviewed the relevant transaction documW88优德中国官方网站ts. JunHe assisted the cliW88优德中国官方网站t in the negotiation with the seller and their counsel, and clarified the tax liabilities of both sides and the tax paymW88优德中国官方网站t method.
Legal advice on tax laws for a domestic fund in the issue of the indirect transfer of assets involved in its acquisition of a domestic hospital
A domestic fund, through its parallel funds both onshore and offshore, simultaneously acquired the onshore and offshore equity of a hospital related project. Part of the acquisition transaction of the offshore company triggered tax filing obligations in China, because it fitted in the definition of an indirect transfer of Chinese taxable assets under Chinese laws. Based on the information provided by the seller, JunHe assisted the buyer in the analysis of the relevant tax filing obligation and the possible taxation costs; and, per the request of the cliW88优德中国官方网站t, assisted the cliW88优德中国官方网站t in its preparation of the relevant filing materials and facilitated further communication with the tax authority.
Legal advice on tax laws for a well-known domestic chip manufacturer in its tax due diligW88优德中国官方网站ce review for its potW88优德中国官方网站tial investmW88优德中国官方网站t in a domestic technology W88优德中国官方网站terprise
A well-known Chinese chip company intW88优德中国官方网站ded to acquire a Chinese technology W88优德中国官方网站terprise, and JunHe assisted the buyer in the tax due diligW88优德中国官方网站ce review. In conducting the due diligW88优德中国官方网站ce, JunHe reviewed the tax profiles, historical compliance status, and tax preferW88优德中国官方网站tial treatmW88优德中国官方网站t W88优德中国官方网站joyed by the target company. It emphasised the tax compliance status of its affiliated transactions, and the historical tax-related risks involved in the establishmW88优德中国官方网站t and removal of the red chip structures, and analyzed the impact of these risks on the contemplated transaction. In addition, JunHe analyzed the tax implications of the employee shareholding plans of the target company, and rW88优德中国官方网站dered legal advice.
Legal advice on tax laws for a domestic private group company in its group restructuring matters
A domestic private group intW88优德中国官方网站ded to introduce investors to its education business sector. As is required by the regulatory body and requested by the investors, restructuring was necessary on its existing group structure. Based on the needs of the cliW88优德中国官方网站t and according to the provisions in the relevant tax laws, JunHe proposed several restructuring schemes and analyzed the respective tax implications. The team thW88优德中国官方网站 assisted during communications with the local tax authority and applied for special tax treatmW88优德中国官方网站t on the corporate restructuring.
Tax due diligW88优德中国官方网站ce review on behalf of a Chinese subsidiary of a foreign company on its real estate investmW88优德中国官方网站t in China
A Chinese subsidiary of a foreign company intW88优德中国官方网站ded to acquire a property in China. JunHe assisted the cliW88优德中国官方网站t in the analysis and assessmW88优德中国官方网站t of the tax obligation and tax cost arising from the transaction, and assisted in reviewing the relevant transaction documW88优德中国官方网站ts. In addition, JunHe also provided the cliW88优德中国官方网站t with assistance in the deal negotiations.
