The tax, legal, regulatory and financial aspects of a matter can be dealt with as part of the same instruction. Select a service for more detail.
We advise on the purchase and sale of companies, businesses and assets, mergers, group reorganisations, joint ventures and funding arrangements. The work may include the transaction structure, valuation, financial model, price and payment terms, funding, tax, agreements and regulatory approvals.
OIPC advises buyers, sellers, shareholders, investors and lenders on transactions involving Namibian companies, businesses and assets.
Our work includes:
We may act on the transaction as a whole or on a defined part of it.
Legal, tax, regulatory and financial due diligence on Namibian companies, close corporations, businesses and assets. We identify defects, liabilities and missing approvals, and consider their effect on the proposed transaction, valuation and price.
OIPC undertakes legal, tax and regulatory due diligence on Namibian companies, close corporations, businesses and assets.
The review may cover:
Financial findings, valuations and the assumptions used in the purchase price may also be reviewed.
The report distinguishes between matters that prevent the transaction, matters requiring correction or contractual protection, and matters that the buyer or investor may accept as part of the commercial decision.
Business and share valuations, transaction and project models, retirement and estate projections, and the calculation of damages and financial losses. The method, information and assumptions used are stated in the report and tested where the result depends on them.
OIPC prepares and reviews:
The report identifies the information used, the valuation method or calculation, the principal assumptions and the range supported by the available information.
Advice on Namibian and cross-border investments, group structures, financing arrangements, employee incentives, asset-holding arrangements, retirement structures and estates.
The advice addresses the legal form of the arrangement, its tax treatment, any regulatory requirements and its expected financial effect.
Actuarial valuations, retirement fund and employee benefit work, long-term financial projections, assumption reviews and the independent review of models and calculations.
Commercial and transaction agreements, written advice on Namibian tax and commercial law, exchange control, regulatory requirements, licences and permits.
Shareholder arrangements, board powers, directors' duties, succession, approval limits and the assessment of legal, tax and financial risks.
Income tax, provisional tax, VAT, employee taxes, withholding taxes, exchange control applications and dealings with NamRA and other public authorities.
Companies and close corporations, BIPA filings, annual duties, statutory registers, resolutions, share transfers, beneficial ownership records and registered office services.
