Different classes of shares in a SIA and the related tax considerations
2 July 2026
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Due Diligence
Before entering into significant transactions - whether an acquisition, capital raising, investment, restructuring or strategic partnership - business owners and investors need clear and objective information about their counterparty's financial, tax and legal position. Accounting data or publicly available information often does not reveal the full picture, and unidentified risks can lead to substantial losses in the future.
This is precisely where due diligence analysis is critical - a comprehensive review of the target company that allows you to identify potential risks in time, evaluate transaction terms and ensure that any investment or deal is executed with maximum confidence.
REMPE provides tax, legal and financial due diligence services, delivering a complete picture of the target company's operations and potential liabilities.
Tax Due Diligence
Tax Due Diligence
Tax matters represent one of the most critical areas, as tax risks are often concealed and can give rise to significant losses in the future.
Key elements:
Regulatory Compliance
We assess the company's compliance with Latvian and international tax regulations (VAT, corporate income tax, payroll taxes), identifying non-conformities and their potential financial impact.
Transfer Pricing Policy
We analyse related-party transactions, transfer pricing methodology and documentation, evaluating compliance with OECD guidelines and arm's length justification.
Potential Tax Liabilities
We identify tax risks that may give rise to additional liabilities in the future and assess their potential impact on the transaction.
Prior Tax Audits
We analyse the results of previous tax authority inspections, violations identified and the risk of recurrence, assessing the company's overall tax control environment.
Tax Position Assessment
We evaluate the tax positions adopted by the company and their justification, identifying potentially contentious aspects and associated risks.
Legal Due Diligence
Legal Due Diligence
Legal aspects form the foundation of any secure and sustainable transaction. The most significant risks are often found in contracts and legal relationships.
Key elements:
Corporate Structure
We analyse the company's ownership structure, share distribution and any associated restrictions.
Contract Review
We review material commercial contracts (e.g. supply, cooperation, franchise, lease agreements) to identify obligations, risks and potential restrictions.
Litigation and Disputes
We assess the company's involvement in court proceedings, arbitration or other disputes, and their potential impact on company value.
Regulatory Compliance
We verify that the company holds all required licences and permits, and that it complies with sector-specific regulations.
Intellectual Property
We analyse the company's IP structure, trademarks, patents and licences, ensuring that intellectual property is properly registered and protected.
Financial Due Diligence
Financial Due Diligence
Financial analysis is critically important, as it reveals the company's actual operating results and its ability to generate future cash flows.
Key elements:
Financial Statement Analysis
We review the company's balance sheet, income statement and cash flow statement.
Revenue and Cost Structure
We analyse revenue sustainability, concentration of the customer and supplier base, and cost efficiency.
Cash Flow and Profitability
We assess the company's ability to generate positive cash flow, which is decisive for long-term stability.
Debt and Liabilities Assessment
We identify existing loans, lease obligations and other potential financial liabilities.
Asset Valuation
We evaluate the company's asset structure (real estate, fixed assets, intangible assets) and their fair value.
Integrated Tax, Legal and Financial Due Diligence Approach
REMPE's advantage lies in an integrated perspective - we combine tax, legal and financial analysis into a single, unified report. This enables our clients to obtain not just fragmented information, but a complete understanding of the company's actual position and the full impact of the transaction.
accurately determine the transaction price
mitigate potential risks
prepare effective contractual terms
identify the most advantageous transaction structures
ensure that the investment delivers long-term returns
