Recent EU and domestic fiscal reforms have materially changed the compliance and economic calculus for multinational groups and non-resident investors. Policymakers have moved from high-level policy consensus to concrete rules, notably the EU’s transposition of the global minimum tax and wide-ranging transparency measures, that affect where and how holding structures deliver tax, legal and commercial value.

This note outlines practical priorities when restructuring international holdings in light of developments such as the EU minimum corporate taxation framework (Pillar Two), the DAC8 crypto-asset transparency regime and recent national measures that alter wealth and corporate tax exposures. It is written for corporate groups, senior executives and high-net-worth clients who must reconcile commercial objectives with a more prescriptive fiscal environment.

Assess the impact of the global minimum tax

The EU’s minimum corporate taxation measures are the local implementation of the OECD/G20 Pillar Two (GloBE) framework and establish rules for top-up taxation of large groups operating in the Union. These rules change the effective tax-rate calculations for constituent entities and create new reporting obligations and potential top-up charges for groups with consolidated revenues above the threshold. Early planning must therefore quantify expected GloBE top-ups under realistic scenarios and identify jurisdictions where domestic Qualified Domestic Minimum Top-up Taxes (QDMTTs) or other local implementations may alter the group’s net exposure.

Key modelling items include: (i) jurisdictional effective tax rates after taking into account incentives and tax credits; (ii) the interaction between local minimum taxes, an Income Inclusion Rule (IIR) applied at the parent level and the Undertaxed Profits Rule (UTPR); and (iii) timing and cash-flow consequences of top-up payments. Use of accurate effective-tax-rate mapping across constituent entities is essential to determine whether a QDMTT election, where available, is preferable to reliance on IIR/UTPR allocations.

Restructuring choices that reduce line rates but increase the likelihood of GloBE top-ups (for example by relying on targeted incentives or carve-outs) must be re-evaluated. Practical steps before any reorganisation include running consolidated GloBE simulations, validating assumptions about local incentives and documenting commercial reasons for particular jurisdictional footprints.

Review substance and operational footprint

Tax authorities and courts are increasingly focused on substance when assessing the legitimacy of holding and financing entities. Substance is now a double imperative: it reduces transfer-pricing risk and is often the decisive factor in whether a holding company’s arrangements withstand controlled-foreign-company and anti-abuse scrutiny. Any restructure should therefore examine management, board activity, decision-making processes and economic functions performed locally.

Where a structure relies principally on treaty access, favourable local tax incentives or purely paper-based holding arrangements, restructuring should prioritise the relocation or reinforcement of demonstrable functions, senior management, contractual negotiations, treasury operations and commercial oversight, to the holding jurisdiction. Documentation (minutes, office leases, personnel allocation, budgets) must be contemporaneous and robust.

Substance work also intersects with Pillar Two: jurisdictions with stronger substance are less likely to see their effective tax base eroded by anti-abuse measures and may be better positioned to support a QDMTT. A pragmatic substance plan should therefore be integrated with both transfer pricing and global minimum tax modelling.

Align holding company roles and financing structures

Holding-company activities, equity ownership, intragroup financing, IP ownership and dividend receipt, require careful redesign in light of interest limitation rules, hybrid mismatch rules and the GloBE allocation rules. Intercompany debt levels, terms and the location of treasury hubs should be tested for their impact on both local tax deductions and cross-border minimum-tax outcomes.

Where groups use centralized finance centres or payment-aggregation vehicles, consider whether those roles should be retained, reallocated or documented more clearly. In some cases, converting financing flows to fee-for-service arrangements or redesigning capital structures to reduce thin-capitalisation risk will be preferable to shifting legal ownership of valuable assets to lower-tax jurisdictions.

Additionally, re-evaluate licensing and royalty arrangements: relocating IP to a jurisdiction with below-threshold effective taxation may invite GloBE top-up charges and treaty challenges. Any beneficial ownership shift must be supported by economic substance and documented transfer-pricing analyses. These moves should be coordinated with legal, treasury and commercial teams to avoid unintended operational frictions.

Re-evaluate information, reporting and compliance systems

The new European transparency landscape significantly raises the bar for data collection and cross-border exchange. DAC8 extends automatic exchange to crypto-asset transactions and other digital asset reporting, while GloBE implementation introduces new information returns and reporting deadlines for large MNEs. Systems that previously handled VAT and CRS reporting will often need extension to capture GloBE and DAC8 data fields.

Practical priorities include mapping data ownership across the group, establishing reliable documentation flows for effective tax-rate calculations, integrating tax engines with ERP/treasury systems and ensuring audit trails for all GloBE inputs (taxes paid, tax bases, adjustments). For crypto exposures and digital assets, identify service-provider reporting obligations under DAC8 and ensure client-facing platforms collect and retain the information required by the new rules.

Governance around reporting must be tightened: allocate clear responsibilities for preparing and certifying GloBE (and local top-up) returns, set internal review checkpoints a of statutory filings and, where relevant, prepare for third-party assurance or certification. Early investment in data and controls reduces remediation costs and limits exposure to penalties and reputational risk.

Consider domestic tax changes and wealth regimes

Domestic reforms can create immediate consequences for holding structures and high-net-worth owners. For example, recent French legislative changes have refocused the real-estate wealth regime toward taxing “unproductive” property and altered thresholds and exemptions for large taxpayers; simultaneously, specific national measures have imposed temporary surcharges on large corporate profits in certain sectors. Such domestic shifts require reviewing ownership chains, residence status and asset location from both corporate and private-wealth perspectives.

For private clients, restructuring that relied on foreign-located real estate holdings or treaty-protected arrangements must be revisited in order to assess exposure to new wealth-type levies, exit taxes and inheritance/transfer rules. For corporate groups, large one-off domestic contributions or sectoral levies may change the attractiveness of particular reporting or investment profiles and therefore the optimal location for holding entities.

When domestic reforms are under active political debate, ensure restructuring timelines accommodate legislative windows and potential retroactivity risks. Maintain clear communication with local tax counsel to confirm filing positions and potential relief measures available during transitional regimes.

Plan for governance, documentation and dispute prevention

Given the increased complexity and enforcement focus, governance and contemporaneous documentation are critical to both defend positions and secure favourable rulings where appropriate. Prioritise obtaining binding rulings or APA-like agreements for novel structures, and ensure internal authorisation processes reflect the heightened compliance obligations under EU and national regimes.

Where risk remains, build a proactive dispute strategy: catalogue potential treaty and domestic challenges, prepare factual records to support commercial drivers and consider early engagement with tax authorities via cooperative compliance programs or MAP (mutual agreement procedure) channels. Such steps often reduce assessment risk and can secure greater certainty for major reorganisations.

Finally, update internal compliance calendars to reflect new multinational filing deadlines (including GloBE information returns) and design escalation protocols for exposures that cross materiality thresholds. Effective governance reduces both fiscal and operational surprises during and after a restructure.

In sum, restructuring international holdings after recent EU and domestic fiscal reforms requires a holistic approach that combines rigorous tax modelling, strengthened substance, upgraded reporting capabilities and proactive governance. Priorities should be sequenced: quantify GloBE exposure; align substance and commercial roles; secure data and reporting readiness; and update domestic-wealth and corporate tax planning in light of national measures.

Given the pace of change and jurisdictional variation in implementation, groups and private clients should seek tailored advice that combines cross-border tax technical expertise, transactional planning and practical implementation support. Our firm can assist with modelling, documentation, rulings and dispute prevention strategies adapted to your fact pattern and jurisdictions of interest.