Talk about tax and corporate finance in Japan
If no one in your family will take your business over, you may want to consider passing it to directors or employees of your company. Upside is that the person knows the business well. He has been working in the company for long. The education necessary to take over the business will be relatively mild. … Read More “Employee Buyout -EBO” »
We would think that the business succession of SMEs is usually to pass it to his next generation in his family. That is still the majority of the cases but it is not always true. These days, there are more successions to directors or employees who are not from his family or selling to a … Read More “Not only family member but other can be the successor of you business” »
Many business owners should probably want to pass their businesses that they worked and built for their lives to the next generation. Successful succession of active businesses are also good for its stake holders such as those who work for the company, business partners and vendors, customers and the society. Their typical concern may be: … Read More “How to make your succession of your business successful” »
Succession/Inheritance If you own a business and you want to pass it to your children, you probably want to know how much tax you will have to pay for the transfer. It can be either a capital gain tax (if you take the form of selling), gift tax or inheritance tax. Forms of succession Some … Read More “Why you need to know your company valuation for its succession” »
There are two types of merger and acquisition under Japanese corporate tax law. Namely qualified and unqualified merger. Well, the difference is that, in case it is qualified, unrealized gain on asset will not be taxed in the merger. More importantly you will carry the tax loss accumulated in the past. On the other hand, … Read More “Qualified Merger as joint venture. The conditions to be met.” »
ビジネスとして成り立つのかどうかと言う疑問はありますが、事業再生M&Aと言うコンサルティングのやり方があるそうです。そのコンセプトは簡単で、売れそうもない業績不振の会社を再生させて、企業価値を上げて売却すると言うことです。業績がよくない中小企業にとっては夢のような話です。そんなことが本当にできるのでしょうか。 企業再生と言うのは難しくてかっこよく聞こえますが、その手法は概略で見る分にはそれほど複雑なものではありません。一つは管理会計をきちんとして、採算部門をきちんと把握することです。少し古い会社だと、この経理がどんぶりであることが少なくありません。どの部門が利益が出ているのか、どの商品が赤字なのか良くわかっていないことが少なくありません。経費を各部門や商品に分けて配分して売上と対比するので手間がかかるのですが、これで得られるものも多いのです。 社内の経理の人も会計事務所もこう言うのは手間と時間がかかるので嫌がることが多いと思いますが、やれると得られるものも大きいです。大変ではありますが、一回だけでも継続する仕組みを作れれば、あとはある程度は自然に回るようになります。
Some people still believe that it would be a wise idea to buy a zombie company with NOL (Net Operating Loss) and use it to offset against his business income in future. It seems a good idea because you will be able to reduce the tax burden by using NOL when your business turns profitable … Read More “NOL (Net Operating Loss) not allowed to be used under certain situations” »
You may think it would be a good idea to buy a company with tax losses accumulated from the past. You buy one and offset against taxable income in your own company. It will not work. Carried loss and unrealized loss in assets can only be utilized when its merger is regarded as qualified one. … Read More “Carried Loss – Qualified merger and acquisition” »
In case of M&A, opposition shareholder can sell its shares to the company at fair value 1) Shareholders that do not approve its merger (shareholders of a company that is resolved to be merged by another company) can claim to sell its shares at fair value (Company Law #785). 2) To withdraw its request … Read More “Right to sell its shares at fair value by opposition shareholders” »