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Philippa Roles offers clients tax advice on complex transactions. She frequently handles cross-border matters.
"She is very engaged, friendly and has good client relationship skills."
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Dr Philippa Jane Broughton trained and practiced in the City, went on to establish a corporate tax team within a regional firm, specializing in M&A transactional support and standalone corporate and property tax planning. Undertaken a number of non-executive director positions for commercial businesses and also served as a director and chairperson of the nominations and governance committee for a Local Enterprise Partnership.

Philippa has 15 years of experience advising businesses and their owners on a wide range of UK tax and cross border tax issues. Unusually for a tax solicitor, Philippa’s advice is very practical and commercially pragmatic; informed by Philippa’s own experience as a director of a number of commercial businesses outside of the legal sector.

She has been consistently highly rated by clients for the clarity and usefulness of her advice, as can be seen from the reviews she has received year on year in Legal 500 and Chambers and Partners, where Philippa is recognized as a leading individual in the tax field (rated in Band One).

Philippa’s expertise cover a wide spectrum of business and entrepreneurial tax matters, including corporate restructuring (both UK and international group structures), tax efficient capital extraction, employee share schemes and incentives, joint venture structuring, property development and holding structuring, repatriation of assets held overseas, stamp duties and VAT advice. Additionally, the quality of the advice and assistance that Philippa has provided clients looking to scale-up business operations using Enterprise Investment Scheme fundraisings has led to Philippa becoming a non-executive director for a number of commercial ventures.

Recent work

  • Drafting and negotiating tax indemnities and warranties on a share acquisition for an international group of companies with transfer pricing issues, substantial deferred tax assets and tax compliance shortcomings.
  • Providing ongoing, ad hoc advice and transactional support for a US/UK business reliant on Enterprise Investment Scheme reliefs to rapidly scale up international operations within the knowledge intensive sector.
  • Advising on and drafting papers for company demergers (including drafting HMRC clearance applications and stamp duty relief applications). Practical experience of distribution in specie demergers, capital reduction demergers and section 110 insolvency act demergers.
  • Advising on company share buybacks and alternative structures for tax efficiency where purchase of own share rules cannot be satisfied (to include dealing with clearance applications and any stamp duty relief applications).
  • Advising on group company holding structures cross border (considerable experience with US structuring and familiarity with the issues where LLCs are being used).
  • Advising on and setting up a wide variety of share incentive arrangements (including EMI option schemes, growth share schemes, joint share ownership plans, and EBTs).
  • Advising on and setting up employee share ownership trust structures (using subsidiary company limited by guarantee as the trust company).
  • Advising on disguised remuneration (Part 7A ITEPA) issues and complications with using restricted securities, use of section 431 elections.
  • Advising on transfer of a going concern rules for VAT (including dealing with HMRC inquiries and having a specific expertise in the Flat Rate Scheme sector).
  • Advising on and setting up land pooling trust arrangements for landowners collaborating in promotion for development to mitigate tax inefficiencies on the receipt of balancing payments.
  • Advising on the option to tax and knock-on implications for opting to tax in relation to ongoing supplies and capital goods scheme.
  • Advising on VAT and input recoverability maximisation (most frequently in the context of development costs).

Get in touch with Philippa Broughton