Income tax review
Returns, assessments, audits and appeals.
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Before you acquire a business, invest in a company or enter a joint venture in Pakistan, you need to know what tax and regulatory liabilities come with it. Our due diligence reviews the target's tax history, SECP compliance and key obligations, quantifies the exposures and tells you what to cover in the deal terms.
When you buy shares in a Pakistani company, you inherit its tax history: open assessments, years FBR can still reopen, withholding failures and disputed refunds. A clear due diligence report turns those unknowns into numbers you can negotiate.
Tax and regulatory due diligence is a focused review of a target business before a transaction. On tax, we review income tax returns and assessments for the years still open, generally five years for amendments under section 122 of the Income Tax Ordinance, 2001, along with audits, notices, appeals and refunds; sales tax and FED filings, input claims and orders; withholding compliance, where failures can be recovered from the company under section 161; and any reliefs, exemptions or special regimes the business depends on. On the regulatory side, we review SECP records: share capital and allotments, registers of members and directors, beneficial ownership filings, charges and the timeliness of statutory filings under the Companies Act, 2017.
We report each finding with its likely value and risk, and recommend how to deal with it in the deal: price adjustments, specific indemnities, warranties, escrow or conditions to be met before completion. For an asset deal or a transfer of a business, we also advise on the tax consequences of the structure itself, and our corporate tax advisory team can follow through on structuring.
Good due diligence asks for the right documents early. Our request list typically covers the target's returns and wealth or financial statements for the open years, IRIS profiles and correspondence, assessment and appeal orders, sales tax returns and annexures, withholding statements, tax certificates and refunds, and the SECP registers, filings and minutes. We raise questions as we go, so issues are discussed with the seller while there is still time to resolve them before signing.
This page covers tax and regulatory due diligence. Quality of earnings, working capital and cash flow analysis are covered by our financial due diligence service, and valuation by business valuation. Completion steps such as share transfers are handled by our corporate team.
A fixed fee based on the size of the target and the years in scope.
Returns, assessments, audits and appeals.
Filings, input claims, refunds and orders.
Agent compliance and potential section 161 claims.
Which periods FBR can still reopen.
Share capital, registers, charges and filings.
Ownership chain and filings confirmed.
Findings valued with likelihood.
Indemnities, warranties and price points.
These issues often change the price or terms of a deal.
Years still within the five-year amendment period under section 122.
We review them.Disputed demands that may crystallise after completion.
We assess outcomes.Tax not deducted that FBR can recover under section 161.
We quantify exposure.Input claims on unverified suppliers at risk of reversal.
We test claims.Allotments or transfers not properly filed with SECP.
We check records.Exemptions tied to ownership or conditions that change on sale.
We review conditions.Timed to fit your deal timetable.
We agree the target, years and focus areas.
Agreed in an engagement letter with confidentiality terms.
Documents reviewed and questions raised.
Findings valued and ranked.
Support on warranties, indemnities and terms.
Acquisitions of companies and businesses.
Equity investments in Pakistani companies.
Entering Pakistan through an acquisition.
Understanding a partner's position.
Tax and regulatory risk before lending.
Vendor due diligence before going to market.
Tax, accounting and corporate law specialists who know where Pakistani exposures hide.
Income tax, sales tax, FED and withholding reviewed.
ACCA and ICAP Chartered Accountant qualifications and an FBR-registered income tax practitioner.
LLB-qualified advocate on SECP and contract points.
Numbers you can negotiate with.
Engagements under strict confidentiality.
Agreed before work starts.
Have a question that is not here? Send it to us on WhatsApp and we will reply the same day.
Tell us about the target and your timetable. We will agree a scope and quote a fixed fee under confidentiality.
Book your free consultationThis page is general information about our services, not tax, legal or financial advice for your specific situation. Laws, rates and deadlines change with each Finance Act and official notification.