Transaction & M&A Tax Due Diligence Services

Transaction & M&A Tax Due Diligence Services

Informed Deal-Making Through Rigorous Tax Risk Assessment

Mergers, acquisitions, divestments, and strategic investments involve complex tax considerations that can significantly impact transaction value, deal structure, and post-completion profitability. In the United Arab Emirates, the introduction of federal corporate tax, increased Federal Tax Authority scrutiny, and alignment with international tax standards have elevated tax due diligence from a procedural step to a critical decision-making function. Undetected tax exposures can result in material financial liabilities, penalties, and operational disruptions after completion.

Essence Accounting and Tax Consultancy LLC provides comprehensive transaction and M&A tax due diligence services to help buyers, sellers, investors, and private equity firms identify tax risks, validate tax positions, and structure transactions with confidence. Our advisory approach combines technical tax analysis with commercial insight, ensuring that tax findings are clearly linked to valuation, deal terms, and negotiation strategy.

Pre-Transaction Tax Risk Identification and Exposure Analysis

Effective tax due diligence begins with a thorough assessment of historical compliance, filing accuracy, and tax governance frameworks. We analyze corporate tax, VAT, excise tax, withholding tax, and payroll-related exposures to identify areas of non-compliance, under-reporting, or aggressive tax positions. Particular focus is placed on the impact of UAE corporate tax implementation, transitional provisions, and prior-year tax treatments that may give rise to future assessments.

Our analysis highlights both quantifiable liabilities and contingent risks, enabling stakeholders to make informed decisions before entering into binding transaction commitments.

Quality of Earnings and Tax Attribute Review

A critical component of transaction tax due diligence is evaluating the sustainability of earnings and the integrity of tax attributes. Essence Accounting and Tax Consultancy LLC reviews tax adjustments affecting EBITDA, deferred tax positions, carried-forward losses, and tax credits to determine whether reported earnings are supported by compliant tax treatments.

This review ensures that financial projections accurately reflect post-transaction tax realities and that tax attributes are available, transferable, and defensible under UAE law and applicable international regulations.

Transaction Structuring and Tax Optimization Advisory

Tax due diligence is not limited to identifying risks; it also informs transaction structuring. Based on our findings, we advise on optimal acquisition structures, share versus asset deals, holding company arrangements, and financing strategies that minimize tax leakage while remaining compliant with UAE corporate tax legislation and international anti-avoidance rules.

Our advisory input supports negotiations by linking tax findings to purchase price adjustments, indemnities, warranties, and escrow mechanisms, ensuring that tax risks are appropriately allocated between parties.

Cross-Border M&A and International Tax Considerations

For transactions involving foreign investors, multinational groups, or offshore structures, cross-border tax considerations are critical. We assess double taxation risks, treaty eligibility, withholding tax exposure, permanent establishment implications, and transfer pricing alignment. Our approach ensures that international elements of the transaction are structured efficiently while remaining compliant with both UAE regulations and foreign jurisdiction requirements.

This integrated analysis provides transaction stakeholders with clarity on global tax exposure and post-completion compliance obligations.

Vendor Due Diligence and Pre-Sale Tax Readiness

For sellers, proactive tax due diligence can significantly improve transaction outcomes. Essence Accounting and Tax Consultancy LLC supports vendors through pre-sale tax readiness reviews, identifying and resolving tax issues before buyer scrutiny. This strengthens negotiating positions, reduces deal delays, and enhances valuation by demonstrating transparency and governance.

Our vendor support services help businesses present a clean, defensible tax profile that inspires investor confidence.

Post-Transaction Integration and Ongoing Compliance Support

Tax risk does not end at deal completion. We assist clients with post-transaction tax integration, including alignment of accounting systems, registration updates, compliance calendar management, and governance frameworks. This ensures continuity, reduces disruption, and supports smooth integration into existing group structures.

Our involvement extends beyond closing to protect long-term value and compliance stability.

Why Choose Essence Accounting and Tax Consultancy LLC for M&A Tax Due Diligence

Essence Accounting and Tax Consultancy LLC is a trusted UAE tax advisory firm with deep expertise in transaction tax due diligence, corporate tax advisory, VAT risk assessment, and cross-border structuring. Our experience spans private equity transactions, strategic acquisitions, group restructurings, and international investments across diverse industries.

We deliver clear, actionable insights that translate technical tax findings into commercial outcomes, empowering stakeholders to negotiate with confidence and execute transactions with reduced risk.

Supporting Confident Transactions in the UAE and Beyond

Successful transactions require clarity, foresight, and disciplined risk management. Essence Accounting and Tax Consultancy LLC provides the tax due diligence expertise needed to support informed deal-making, protect transaction value, and ensure regulatory compliance at every stage.

Essence Accounting and Tax Consultancy LLC
Business Bay, Dubai, United Arab Emirates
Phone: +971 56 583 4586
Email: info@essenceuae.com