Tax

The Practice

Our Tax Group is one of the leading tax law practices in Ireland. We provide a fully comprehensive and commercially sound tax consultancy service to a broad range of domestic and international clients operating in a variety of sectors. The Tax Group takes the lead on advisory and transactional matters or works on an integrated basis with other practice groups in the firm such as corporate, finance, real estate and litigation.

The Tax Group is involved in the development of Irish tax policy and Ireland’s response to international tax reform. Acting on our own and also as part of various collective efforts, we have been involved in efforts to strengthen the Irish tax system and to make Ireland a leading jurisdiction for international businesses.

Recent developments in tax policy have resulted in the Irish Revenue Commissioners moving away from previous practices and taking a more legalistic approach. This change means that the services of tax lawyers are becoming increasingly important. In addition to understanding the approaches of the Irish Revenue Commissioners, we have a full understanding of the strict legal position of our clients. We are often engaged by clients to provide legal advice on bespoke, high value transactions. Notably, given the current tax environment, our clients can invoke legal professional privilege in relation to most of our tax advice. Legal professional privilege is a constitutional and EU law right to protect communications containing legal advice between a lawyer and their client from being disclosed to any other parties (including tax authorities).

Arthur Cox Dawn Raid Response Unit

Dawn Raid icon-06The regulation of business is growing internationally with the aim of ensuring the protection of consumers’ interests and a level playing field for businesses. However, the enforcement of regulation also brings challenges for businesses. Unannounced inspections, also known as “dawn raids”, are an important enforcement tool at the disposal of regulators, but can cause significant disruption to businesses. Understanding the purpose of unannounced inspections, how they are conducted and the extent of your rights and obligations during an inspection will help you better manage inspections and ensure your interests are protected. Learn more about the Dawn Raid Response Unit here.

Expertise

The Tax Group provides a full range of tax consultancy services, undertaking both transactional and advisory work for domestic and international clients including large multinational public companies, many of the world’s leading financial institutions, government bodies and many of Ireland’s leading companies.

Some of the areas in which we advise include:

Corporate Advisory – Corporate tax strategy including advising on establishing operations in Ireland and also optimising corporate structures in the context of a changing tax environment, cross-border M&A, migrations, joint ventures, restructurings and IPOs.

Financial Services – Securitisations, debt and equity capital markets transactions, CLOs, CDOs, CMBSs and synthetic finance transactions, repackagings, derivatives, lending and acquisition finance, acquisitions and disposals of loan portfolios, aviation and asset finance, structured finance, cryptocurrencies and Initial Coin Offerings (ICOs).

Intellectual Property Structuring – Ireland’s intellectual property regime including advising on optimising such incentives as part of overall global IP management for multinationals corporations.

Real Estate – Acquisition and disposals of Irish commercial real estate portfolios including development and financing.

Private Equity & Investment funds – Private equity and debt fund structures and structures involving Irish vehicles such as Alternative Investment Funds (AIFs), Limited Liability Partnerships (LPs), Irish Real Estate Investment Trusts (REITs) and Undertakings for Collective Investment in Transferable Securities (UCITS) and also non-Irish fund vehicles as part of cross-border structures.

Stamp Duty – Transfers of assets in the context of recent changes to the Irish stamp duty regime.

Value Added Tax (VAT) – Cross border supplies of goods and services and VAT aspects of financing, corporate and real estate transactions.

Employee Benefits and Packages – Share schemes and equity incentives including Save As You Earn Schemes, Approved Profit Sharing Schemes, Employee Share Ownership Plans and Trusts, Unapproved Share Option Schemes, Restricted Share Schemes and Share Subscription Arrangements and employment tax incentives such as the Special Assignee Relief Programme (SARP) and the Key Employee Engagement Programme (KEEP).

Tax Disputes – Assisting clients pre-emptively to avoid disputes with tax authorities, litigation (including Tax Appeal Commission and High Court actions), alternative dispute resolution and settlement of Irish and cross-border tax disputes relating to all taxes and duties and other issues arising from contentious tax assessments by tax authorities, including negotiations with the Irish tax authorities. Read More.

Experience

The Tax Group has a wealth of experience gained from advising a broad range of domestic and international clients operating in a variety of sectors. This is illustrated by the transactions in which the Tax Group have been involved. Some of the larger, more high profile and innovative transactions we have worked on in the recent past are set out below. We advised:

Corporate Advisory

  • Praxair on its $73bn merger of equals with Linde A.G. under a new Irish holding company to be known as Linde plc.
  • International Paper Company on its proposed $11bn takeover offer of Smurfit Kappa Group plc.
  • Axa on its recommended $15.3bn offer for XL Group.
  • Total Produce on its acquisition of a 45% interest in Dole Food Company.
  • Zoetis on its $85m acquisition of Nexvet Biopharma plc.
  • Pentair on its spin-off of nVent Electric.
  • Irish Stock Exchange plc on its €137m acquisition by Euronext NV.
  • eir on its acquisition by NJJ Telecom.
  • ON Semiconductor on its acquisition of SensL Technologies.
  • Mylan on its $27bn offer for Perrigo.
  • Fyffes on its €750m acquisition by Sumitomo Corporation.
  • Tyco on its $20 billion merger with Johnson Controls.
  • Almost all major multi-nationals migrating into Ireland including Accenture, Cooper Industries, Cortendo (now Strongbridge Biopharma) Covidien, Flamel Technologies (now Avadel Pharmaceuticals), Ingersoll-Rand, James Hardie, Shire plc, Pentair and Warner Chilcott. We continue to advise these multi-nationals in respect of their ongoing operations in Ireland including multi-nationals who we were unable to advise on migration due to conflict.

Financial Services

  • Numerous CLO transactions with an aggregate value of approximately €14 billion in the 12 months to May 2018.
  • Blackstone GSO, Chenavari, Partners Group, Napier Park and H.I.G. on the establishment of EU risk retention compliant originator companies.
  • NAMA and the Special Liquidators of IBRC in relation to a number of loan book sales.
  • Blackstone, Carval and Citi and other bidders and funders in relation to loan book acquisitions.
  • Numerous securitisations, CDO, CMBS and synthetic finance transactions.

Intellectual Property Structuring

  • Migration of intellectual property portfolios for publicly traded US companies operating principally in the life science and technology sectors.

Real Estate

  • LB Asset Management on its acquisition of the Beckett Building for approx. €101m.
  • Triuva on its acquisition of No.1 Dublin Landings for approx. €170m.
  • Spear Street Capital on its acquisition of Cherrywood Business Park for approx. €140m.
  • Hines on its acquisition of Chatham & King for approx. €1.1bn.

Investment Funds

  • A number of asset managers on structuring the ownership of US life settlement portfolios using Irish regulated and unregulated fund vehicles.

Aviation Finance

  • Advising lenders, lessors, lessees and airlines on Irish tax related matters in the establishment and maintenance of Irish aircraft leasing platforms and providing insight in relation to the impact of OECD Base Erosion and Profit Shifting (BEPS) measures and EU Anti-Tax Avoidance Directives on the aircraft leasing sector