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企业在海外并购中,会直面不同司法管辖区域内的各种非经营性风险,税务风险是其中较重要的非经营性风险之一,如何管控海外并购中的税务风险已引起企业决策层的高度重视。一、海外并购简介海外并购一般涉及三方主体,分别是并购方(股权买方,以下简称买方)、股权出让方(以下简称卖方)和被并购方(即被买卖股权的企业)。在并购完成后,被并购方在并购前后的所有税务风险的最终承担人都会从卖方转移至买方,因此,对于买方来说,尽职调查(以下简称尽调)是整个并购过程中最重要的自
In overseas mergers and acquisitions, enterprises will face various non-operating risks in different jurisdictions. Tax risk is one of the most important non-business risks. How to control the tax risk in overseas M & A has caused the height of the corporate decision-making level Pay attention. I. Introduction to Overseas M & A Overseas M & A generally involves three parties, namely the acquirer (the buyer of the equity, hereinafter referred to as the buyer), the equity transferor (hereinafter referred to as the seller) and the acquired party (that is, the enterprise that is buying and selling the equity). After the completion of the merger, the ultimate undertaker of all the tax risks of the acquired party before and after the merger will be transferred from the seller to the buyer. Therefore, the due diligence (hereinafter referred to as the “due diligence”) is the most important