Tax Transaction Advisory Services
Transactions move fast, and tax decisions made (or missed) along the way can shape value long after closing. HRSS provides end-to-end Tax Transaction Advisory Services that help buyers and sellers evaluate tax implications, structure deals efficiently, and reduce tax exposure from letter of intent through post-closing integration.
Our tax professionals align strategy with your growth goals, so each move you make supports long-term value, not short-term surprises. Schedule a consultation and get the help your business needs today.
What Is Tax Transaction Advisory?
Tax Transaction Advisory is a specialized advisory service focused on identifying, quantifying, and resolving tax risks and opportunities that arise during mergers, acquisitions, divestitures, recapitalizations, and other strategic transactions. We assess transaction structuring options, model potential tax outcomes, and recommend tax strategies that minimize liabilities while supporting the commercial terms of the deal.
Whether you’re evaluating a carve-out, buying a closely held company, or selling a portfolio business, we help you understand tax implications before they affect purchase price, cash flows, or the tax rate you’ll pay after closing.
Who We Help
We advise buyers and sellers across industries, including private companies, family-owned businesses, private equity funds, portfolio companies, and strategic acquirers. Our team adapts to your transaction timeline and collaborates seamlessly with legal, financial, and corporate development stakeholders to keep diligence moving and decisions clear.
Sabeen Pirzada, CPA
Partner, Tax Advisory Services
Phone: (713) 328-4022
Email: sabeen.pirzada@hrss.cpa
Sabeen Zuberi, CPA
Partner, Tax Advisory Services
Phone: (713) 328-4032
Email: sabeen.zuberi@hrss.cpa
Services Include
Our transaction tax advisory services include, but are not limited to:
Tax Due Diligence
Identify historical tax liabilities, nexus and filing gaps, state and local tax exposure, payroll and sales/use tax issues, and risks related to methods, elections, credits, and incentives.
Transaction Structuring
Compare stock vs. asset deals, Section 338(h)(10)/336(e) considerations, partnership interests vs. asset acquisitions, and tax basis step-up opportunities to optimize tax outcomes for buyers and sellers.
Tax Modeling & Purchase Price Impacts
Model after-tax cash flows, effective tax rate effects, and working capital tax adjustments; assess tax attributes (NOLs, credits) and potential limitations.
State & Local (SALT) Analysis
Evaluate multistate tax exposure, apportionment shifts, gross receipts taxes, and post-closing registration and compliance needs.
International Tax Considerations
Advise on cross-border structuring, withholding taxes, Subpart F/GILTI, BEPS-aligned rules, and tax treaty implications for inbound and outbound transactions.
Tax Structuring for Carve-Outs & Reorgs
Define tax-efficient separation steps, intercompany arrangements, and post-closing legal entity rationalization.
SPA/APA Tax Terms
Support negotiation of tax representations, covenants, indemnities, escrows, and tax benefit sharing mechanisms.
Post-Closing & Day-One Readiness
Implement elections, update methods, integrate systems, and design a compliance calendar to sustain tax planning benefits long-term.
Tax Due Diligence: Reduce Surprises Before Closing
Diligence is more than a checklist. We analyze the target’s returns, positions, and processes to uncover exposures and tax opportunities that affect value.
Typical focus areas include uncertain tax positions, unfiled jurisdictions, sales and use tax under-collections, payroll classification, transfer pricing, revenue recognition methods, and credits and incentives. Findings are quantified and clearly communicated so you can make informed decisions on purchase price, escrow, and post-closing remediation.
Transaction Structuring: Build For Long-Term Value
Structuring choices drive tax outcomes. We help you evaluate stock vs. asset acquisitions, hybrid structures, and elections that can deliver a tax basis step-up, accelerate deductions, or preserve valuable attributes.
For sellers, we focus on after-tax proceeds and risk reduction. For buyers, we target lower ongoing tax rates, improved cash tax profiles, and cleaner post-closing compliance. Our analysis balances tax strategies with commercial priorities to keep the deal on track.
State And Local Tax: SALT Can Make Or Break A Deal
Growth often brings multistate complexity. We map nexus, review historical filings, and evaluate apportionment changes that can materially shift the tax rate post-closing. Our team assesses exposure for franchise, gross receipts, sales and use, and payroll taxes, and outlines practical remediation steps, like voluntary disclosures, registrations, and process controls, so state and local issues don’t derail integration.
International Tax: Navigate Cross-Border Complexity
Cross-border transactions involve withholding considerations, entity classification, funding structures, and evolving global minimum tax regimes.
We evaluate tax treaties, Subpart F and GILTI exposure, foreign tax credits, and repatriation strategies to reduce leakage and align international tax with your operating model.
The result: clear guidance that supports compliant, efficient global growth.
Post-Closing: From Plan To Execution
The best tax plan is the one you can implement. After closing, we help execute elections, refine purchase accounting for tax, integrate compliance calendars, and address inherited exposures.
We also assist with legal entity rationalization, intercompany policies, indirect tax process design, and ongoing tax planning to protect value long-term.
What You Can Expect From HRSS
Senior Attention, Practical Advice
You work directly with experienced tax professionals who translate technical findings into business decisions.
Clear, Actionable Reporting
We deliver concise diligence reports, transaction structuring memos, and SPA/APA term recommendations focused on material issues.
Speed Without Shortcuts
Our process is built for deal timelines, with rapid issue spotting, focused data requests, and frequent updates.
Collaboration With Your Deal Team
We coordinate with legal, financial, and operational advisors to keep workstreams aligned and momentum strong.
Get the Best Insights Delivered to Your Inbox
Common Issues We Solve
- Unrecorded Sales/Use Tax And Payroll Exposures: Exposure that can exceed diligence thresholds and require escrows or indemnities.
- Missed Basis Step-Up Opportunities: Structures that forgo valuable deductions and degrade long-term cash tax savings.
- NOLs and Credits at Risk: Attribute limitations (e.g., Section 382) that reduce expected tax benefits.
- Multistate Registration Gaps: Nexus without filings across state and local jurisdictions.
- Inefficient International Structures: Withholding leakage, limited foreign tax credit utilization, and avoidable permanent differences.
- Ineffective Post-Closing Compliance: Missed elections, method changes, or calendar gaps that erode planning gains.
Deliverables
Depending on your needs and timeline, deliverables may include: a tax due diligence report with quantified exposures and remediation steps; transaction structuring analysis and tax modeling; SPA/APA tax term recommendations; state and local tax matrix and registration roadmap; international tax considerations memo; and a post-closing implementation plan. Each deliverable is designed to inform decisions, support negotiations, and streamline execution.
Why HRSS?
You want an advisory partner who is technical enough to spot issues early and practical enough to resolve them quickly. HRSS brings deep experience in tax advisory services, hands-on senior involvement, and an unwavering focus on what moves the deal forward.
We help buyers and sellers capture tax opportunities, mitigate tax liabilities, and support transaction structuring that stands up post-closing.
Ready To Move Forward?
Whether you’re just exploring a potential acquisition or are weeks from signing, our team can step in at any stage to evaluate tax implications and keep your transaction on course.
Let’s align your tax strategies with your deal objectives today and for the long term.