Corporate tax

Penningtons Manches Cooper’s highly-regarded corporate tax team delivers expert transactional support and incisive standalone tax advice to a diverse range of businesses. Combining deep sector-specific knowledge with practical, strategic insight, we help clients navigate complex tax landscapes, ensuring their commercial objectives are achieved efficiently while managing risk and maximising value.

Expert guidance on business tax structuring and disputes

Our specialists deal with the entire range of corporate tax issues, from advising on tax structuring for buying, selling or reorganising a business, obtaining tax clearances and offering guidance on the stamp duty implications of an acquisition or reorganisation, to providing support on all VAT matters and the conduct of tax disputes. We work closely with our clients and their existing advisers to ensure their objectives are met in a commercial and pragmatic manner.

We are very experienced in assisting clients during the purchase or sale of businesses, often within short timeframes. Members of our team are highly skilled in drafting and negotiating tax deeds and warranties. We have no need to involve outside consultants, and are therefore able to achieve the best outcome for our clients while saving them time and money.

Our team has particular expertise in acting for high-growth technology and life sciences companies. For these businesses, employee share schemes are a key part of their remuneration packages.

Part of our role is to advise on and implement a range of tax-efficient solutions, including employee management incentive option schemes. Where tax-advantaged schemes are not suitable due to eligibility requirements or other issues, we have considerable experience in implementing other kinds of employee share incentive plans to optimise both the incentive effects and the tax position.

The VC tax team at Penningtons is the jewel in the crown and by far the most impressive VC tax team in the industry.

Legal 500

Our corporate tax specialists also regularly advise on structuring and transactional tax matters across a wide range of real estate transactions. Acting for investors, developers and occupiers, we handle both routine and complex property-related tax issues. This includes tax-efficient structuring of acquisitions and disposals, stamp duty land tax, VAT considerations, and tax implications arising from leases and lease renewals.

One of our key strengths is our lawyers’ ability to tailor corporate tax advice to each business, drawing in expertise from across the firm as appropriate. We pride ourselves on the strong relationships that we develop with clients, which result in us becoming their trusted advisers in relation to all tax matters.

How we help our clients

Standalone and transactional tax issues

Share sales and acquisitions, including preparing tax deeds and tax warranties

Business sales and acquisitions

Employment tax issues including managed service companies and IR35

Tax clearance applications

Stamp duty

VAT

Seed enterprise investment scheme and enterprise investment scheme reliefs

Capital gains tax including business asset disposal relief

Insights
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Useful resources

What our clients are saying

The team has built a longstanding relationship with us which brings significant advantages: instructions are quick and seamless, and advice is tailored to our circumstances.

Legal 500

A friendly approachable team, with excellent technical knowledge.

Chambers UK

Deep experience in understanding the requirements of both investors and investees.

Legal 500

A laser-like focus on the desired outcome left me feeling like we got tremendous value.

Legal 500

All testimonials

Recent work highlights

Microsoft fibre optic acquisition

Advising a provider of advanced hollow-core fibre optic cable solutions on its acquisition by Microsoft, including negotiating the tax covenant and warranties and preparing tax summaries and documents to deal with cashless exercises of options.

Siemens predictive software disposal

Supporting the tax aspects for the selling shareholders of a provider of predictive maintenance software for manufacturers on its disposal to Siemens, including advising on the tax position of the sale consideration and on the availability of EIS relief.

Tax support for Hitachi disposal

Advising the selling shareholders of a provider of self-powered wireless sensors for condition monitoring, on their disposal to Hitachi Rail, including on the tax position of the deal structure, the tax sections of the share purchase agreement and due diligence.

Medical manufacturer corporate growth round

Advising medical equipment manufacturer OrganOx on its corporate tax matters in relation to a £25 million growth round led by Lauxera Capital Partners, with support from existing investors.

SDLT, ATED and VAT guidance

Advising UK and non-UK resident individual and corporate purchasers of residential and commercial properties on their SDLT, ATED, VAT and income and corporation tax positions, including purchases of care homes and student accommodation.

Management incentive plan for tech company

Advising on a management incentive plan for a semiconductor technology company involving share options and cash bonuses across multiple jurisdictions including the US, Germany, France, and Sweden.

Machine vision shareholder support

Acting for the shareholders of machine vision technology specialists Industrial Vision Systems on the corporate tax matters relating to its acquisition by Oxford Metrics PLC (London Stock Exchange: OMG).

US$100 million acquisition

Supporting Seedrs, Europe’s leading online private investment platform, on corporate tax and share incentive matters relating to its acquisition by Republic for US$100 million.

Guidance for major London development

Advising on the tax consequences of the development of a landmark building in West London providing over 400,000 sq ft of office and retail space along with new public realm and interfaces with the adjoining stations.

Cosmetics company tax strategy

Advising a large private company in the cosmetics industry on intra-group agreements for the implementation of its transfer pricing model.

Mixed commercial and residential development

Supporting a property developer on the VAT implications of a mixed commercial and residential development.

UK share transactions advice

Supporting all categories of shareholders on the tax consequences of the sale and purchase of UK shares and the appropriate contractual protections.

Machine vision shareholder support

Acting for the shareholders of machine vision technology specialists Industrial Vision Systems on the corporate tax matters relating to its acquisition by Oxford Metrics PLC (London Stock Exchange: OMG).

US$100 million acquisition

Supporting Seedrs, Europe’s leading online private investment platform, on corporate tax and share incentive matters relating to its acquisition by Republic for US$100 million.

Guidance for major London development

Advising on the tax consequences of the development of a landmark building in West London providing over 400,000 sq ft of office and retail space along with new public realm and interfaces with the adjoining stations.

Cosmetics company tax strategy

Advising a large private company in the cosmetics industry on intra-group agreements for the implementation of its transfer pricing model.

Mixed commercial and residential development

Supporting a property developer on the VAT implications of a mixed commercial and residential development.

UK share transactions advice

Supporting all categories of shareholders on the tax consequences of the sale and purchase of UK shares and the appropriate contractual protections.

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