CPD Course Overview

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Venues & Dates:

Why You Should Attend This CPD Course?

This 8 Hour CPD course examines the principle Tax & Legal implications of changing the share capital and will include both a technical examination of the issues as well as examining the practical aspects of restructuring corporate ownership, for example to:

• Facilitate Inter-company Transfer of Funds
• Facilitate Surrender of Losses
• Protect Assets from Future Trade Risks
• Aid Retirement & Succession Planning

Company reorganisations are fraught with tax issues and this can often be a deterrent when considering a company reorganisation. If the company secretarial steps are not done correctly, the tax advantage may not be availed of. This course covers both the Tax & Company Secretarial issues that need to be considered when undertaking of the above activities.

What Will Be Covered?

Section 1 Taxation

• Share Capital Transactions
  • Capital v Income
  • Share Identification
  • Purchase of Own Shares
  • Reorganisation of Share Capital
  • Company Reconstructions and mergers
  • Capital Taxes Reliefs
  • Examples and Case Studies

• Valuation of Shares
  • Taxation Aspects
  • Revenue’s Position
  • Valuation Principles & Methods
  • Adjustments for Financial Statements
  • Provisions in Tax Agreements

Section 2 Company Secretarial

• Allotment of Shares
  • Legal  steps to allot shares
  • Shares allotted for a premium
• Transfer of Shares
  • Legal steps to transferring shares, pre-emption rights & legal restrictions
• Redemption of Shares
  • Legal steps to redeeming shares
• Buy-Back of Shares
  
  • Legal steps to the buyback of shares & drafting the necessary contract
• Transmission of Shares on a Death
  • Legal steps to transmission of shares Testate v Intestate
• Share for Share Exchange
  • When is it used?
  • Legal steps to putting a share for share transaction in place
• Share Option Schemes
  • How to value the shares of a private limited company
  • Succession planning / passing on a company to a relative

Case Studies

• Case Study 1 – Removing / Replacing Unrelated Shareholder
• Case Study 2 – Retirement / Succession Planing for Family Company
• Case Study 3 – Grouping Associated Companies
• Open Discussion - Incorporating Professional Practices & Non-discosure Structures

Who Should Attend?

• Practising Accountants
• Tax Advisors
• Company Secretaries & Individuals involved in the Provision of Company Law Advice
• Accountants in Business advising thier Shareholders on the Purchase, Sale or Merger of their Business

What You Will Walk Away With?

Practical advice and examples of share re-organisations and wealth protection, which will allow you to provide tax planning advice to your clients.

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CPD Course Facilitators

Brendan Twohig - MK Brazil
	Brendan joined MK Brazil in 2006, having trained in one of the big four. He leads the taxation services department. Having worked with a portfolio of both personal and corporate clients as a tax consultant since the late 1980’s, Brendan has gained a diverse experience with particular expertise in property structuring, tax based investments, corporate restructuring, estate and succession planning. Brendan is an experienced speaker and has contributed many tax based articles to the Irish Tax Review journal (for which he won a recent award) and other local/national media. He is a Registered Tax Consultant and member of the Irish Taxation Institute.
Conor Sweeney - OmniPro
	Conor trained as a Chartered Secretary in the Corporate Legal Advisory department of KPMG. He established the Company Secretarial and Company Formation Department in OmniPro where he and his team specialise in providing company law and company secretarial advice to Accountants and Solicitors, Business Advisors and private clients. He is Vice President of the Republic of Ireland region of the Institute of Chartered Secretaries and Administrators (ICSA).