M&A Tax Due Diligence Framework Prompt

Our client is acquiring [PASTE: target company type]] and we need comprehensive tax due diligence to uncover risks and shape transaction. Build a tax DD framework.

Include: (1) Tax risk assessment – what are key tax risks in acquisition? (2) Compliance review – are all tax filings current? Audit issues? Penalties? (3) Uncertain tax positions – what positions could be challenged? Exposure? Reserves? (4) Deferred tax – deferred tax assets and liabilities? Valuation allowances? (5) Transaction structure – is planned structure optimal? Stock vs. asset purchase implications? (6) Contingencies – what tax risks should be covered by rep and warranty insurance?

Include tax DD information request and findings summary template. Quantify exposures.