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Tax Indemnities and Warranties, 3rd edition

Tax Indemnities and Warranties, 3rd edition

Author: Tim Sanders; Philip Ridgway
Publisher: Bloomsbury Professional (formerly Tottel Publishing)
ISBN: 9781845921279
Published In: February 2009
Format: Hardback , 472 pages
Jurisdiction: U.K. ? Disclaimer:
Countri(es) stated herein are used as reference only

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Tax Indemnities and Warranties 3/ed provides an analysis of the technical and commercial background to tax provisions and associated issues, found in a range of commercial, finance and corporate documentation. It considers the certain accounting and corporate issues which impact on such tax analysis, specifically in the field of deferred tax. Practical examples and precedents illustrate technical points, while commonly encountered drafting of clauses and provisions is analysed and evaluated in detail.

Tax advisers and lawyers responsible for the tax aspects of commercial documentation will benefit from the clear guidance and technical know-how. This superb book covers:

- Tax due diligence
- Indemnities given on the sale of a private company
- Tax deeds: introduction and operative provisions
- Tax deeds: protecting the sellers
- Conduct of pre-sale compliance and dealing with tax disputes under the tax deed
- Tax deeds: boiler plate clauses
- Warranties given on the sale of shares in a private company
- Specific tax warranties
- Disclosure against warranties given on the sale of shares in a private company
- Deferred tax
- Indemnities and warranties on floatation
- Indemnities and warranties in loan documents
- Business sales
- Tax indemnities and warranties for non-UK target companies
- Consideration clause in an SPA
- Tax indemnities and warranties in connection with employment

Reviews:

"The book provides explanation and analysis of the tax aspects of the various stages of a corporate transaction as well as negotiating tips and style documentation."

Reviewed by Karen Davidson, Taxation Magazine, May 2009

Tim Sanders is a chartered tax adviser and head of the European tax practice based in the London office. He works on corporate and banking taxation matters, including mergers and acquisitions, securitisations, debt restructurings, private equity transactions, cross-border and domestic structured finance, corporate reorganisations and restructurings related to international joint ventures.

Mr. Sanders is ranked in the first tier of tax advisers in Chambers’ European, U.K. and Global guides to leading lawyers, and is recognised as a leading tax adviser in The Legal 500 and Debrett’s People of Today.

Mr. Sanders is the author of Butterworths’ Tax Indemnities and Warranties, the chapter on directors’ benefits in Tolleys’ Company Law, the chapter on the taxation of U.K. joint ventures in the Practising Law Institute’s Tax Planning for Domestic and Foreign Partnerships, LLC’s, Joint Ventures, and other Strategic Alliances, and is also editor and contributor of Law Business Research’s The Inward Investment and International Taxation Review. Mr. Sanders also has written a thesis on bank debt reconstruction outside receivership and insolvency.