Group Restructuring

Company/Subsidiary Companies

Companies and groups of subsidiaries can want or need to restructure in some form for various reasons. Reasons can include preparation for the sale of a subsidiary or several subsidiaries, mergers and acquisitions, tax considerations, financial restructuring, and many other reasons. At P.A. Duffy & Co., our expert team of solicitors will be able to provide advice and guidance in a professional and compassionate manner for whatever your needs may be regarding the restructuring of your company/subsidiary companies.

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How we can help

During a restructuring, our legal team, who specialise in corporate law and governance, will ensure ease and understanding during the complex process. We will make sure your company restructuring is handled with care, serving the best interests of the company and its stakeholders.

Restructuring group companies in Northern Ireland involves several legal considerations to ensure compliance with the Companies Act 2006 and other relevant regulations. Our expert team will ensure that your company/subsidiaries are in compliance with all the relevant regulations and company laws during the process. These include:

  • Ensuring your company/ subsidiary companies get shareholder approval before the decision to restructure.

  • Ensuring your company/subsidiaries are aware of the tax implications of restructuring.

  • Ensuring all transferred assets are documented.

Call us on 028 8772 2102 (Dungannon/Belfast).

What is group company restructuring?

Group company restructuring in Northern Ireland refers to the process of reorganising the structure and relationships within a group of companies. This typically involves changes in ownership, the transfer of assets and liabilities, and alterations to the corporate hierarchy to achieve various strategic or operational objectives. The primary aim of group company restructuring is to improve efficiency, reduce costs, manage risk, and optimise the overall structure of a group of related companies.


How can this benefit your company/subsidiary companies?

Restructuring a company/subsidiary companies can achieve several benefits including:

  • Streamlining Operations: Companies within a group may merge or consolidate their operations to eliminate duplication and reduce costs.

  • Risk Management: Restructuring can be used to segregate or allocate risks within the group to protect valuable assets or limit liability.

  • Tax Efficiency: Companies may restructure to take advantage of tax benefits, such as reducing tax liabilities or optimising VAT and stamp duty positions.

  • Ownership Changes: Restructuring may involve changes in ownership or the introduction of new investors or shareholders.

  • Debt Management: The restructuring process can be used to refinance or restructure debt, enhancing the financial stability of the group.

  • Asset Optimisation: Assets such as real estate, intellectual property, or subsidiaries may be transferred or reorganised to maximise their value.

How are the benefits achieved?

The benefits above from restructuring can be achieved through various methods. These include:

  • Mergers and Acquisitions: One or more companies within the group may merge, acquire, or be acquired by other group entities.

  • Asset Transfers: Companies may transfer assets between group members or restructure their asset holdings to enhance efficiency.

  • Debt Restructuring: The group may renegotiate or refinance its debts to improve financial stability and cash flow.

  • Dissolutions or Liquidations: Underperforming or redundant subsidiaries may be dissolved or placed into liquidation.

Tax Implications of Group Restructuring

The specific tax consequences of restructuring will depend on various factors, including the type of restructuring, the jurisdiction in which the company operates, and the applicable tax laws. Our specialist will guide you through what taxes may affect your company. Common tax implications that should be considered during restructuring include:

  • Capital Gains Tax: If a company sells assets or divisions as part of a restructuring, it may be subject to capital gains tax on any profits earned from the sale.

  • Value Added Tax (VAT): In some countries, restructuring transactions can trigger VAT liabilities. For instance, the sale of assets or the provision of services may be subject to VAT, impacting the overall cost of the restructuring.

  • Stamp Duty: Some jurisdictions impose stamp duty on certain transactions, like the transfer of shares or property. The amount of stamp duty payable can vary depending on the nature and value of the assets being transferred.

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028 8772 2102Mon-Fri 9am-5pm
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01 533 7860Mon-Fri 9am-5pm

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Our Company Restructuring Solicitors

Kieran QuinnKieran QuinnDirector
Emma McCaulEmma McCaulSolicitor
Ellen BatesEllen BatesTrainee Solicitor
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