A restructuring process typically involves corporate as well as tax law considerations and aspects. CLEMENS Advokatfirma has corporate law as well as tax law specialists. We are therefore able to offer competent and holistic legal advice on all types of restructuring across legal areas. We advise among other things on conversion of a personally owned and run business into a corporate business and merger/demerger of companies or ownership in different situations, e.g. in connection with acquisitions and divestitures or other type of business transfer, limitation of risk, admission of a new co-owner and in the event of a generational change.

Corporate and fiscal insights to your benefit

Restructuring of companies requires profound and detailed corporate and tax law insight. It is vital to ensure that corporate law and tax law requirements and issues are handled correctly. At the same time, the requests and considerations for the future corporate structure must be considered when determining which model to pursue.

Inexpedient solutions may have major fiscal consequences, and the chosen corporate structure may be of great importance, e.g. in connection with a subsequent transfer to the next generation or an external sale.

Our in-depth knowledge and specialisation within tax law as well as corporate law ensures that you receive holistic and professional legal advice which meets your specific needs and any challenges you may face.

We work with various types of restructuring daily, and we are therefore updated on the current legislation within the business area and recognise the relevant issues that may arise. This gives you the best basis for taking care of all relevant legal aspects as well as potential pitfalls linked to one or more transaction(s) and thus a successful restructuring.

We receive inquiries from clients who have experienced that already completed restructurings have subsequently proved to be inexpedient. In such instance, we help finding the best possible solution to the problems within the applicable corporate and tax law framework and subsequently to obtain the result that was originally desired.

No matter which challenges you face, we actively engage and get involved in understanding the business considerations that carry your requests. With this as our starting point, we are able to propose the corporate solution most expedient for you, which at the same time handles the relevant tax matters, so you avoid any unforeseen problems.

Security throughout the restructuring process

A restructuring process can be carried out in many ways and include different elements of transfer. The transactions may be effected as taxable as well as tax-exempt restructurings, including by using the rules in the Danish Merger Tax Act and with or without permission from the Danish Tax Agency. The various elements that may be part of a restructuring process are:

  • Exchange of shares
  • Demerger
  • Contribution of assets
  • Merger
  • Conversion

By virtue of our many years of practical experience, CLEMENS Law Firm is familiar with the tax and corporate law conditions of the various restructuring tools. We are therefore able to advise you on the pros and cons associated with different approaches. Based on your specific needs and considerations, we help you put together the various elements of a restructuring process in an expedient manner with due consideration to your requests. This provides the best preconditions for you to achieve a well-chosen and durable restructuring.

At the same time, we ensure correct planning and organisation of the chosen model, which provides security throughout the process. We handle execution in accordance with the agreed plan in close collaboration with your accountant. In other words, we provide competent legal advice from A to Z.

Would you like to know how we can help you?

You are always welcome to contact us for a non-binding discussion if you have current challenges with an already completed restructuring or are considering a future change in your corporate structure.