Corporate Tax Restructuring for a Multi-Entity Retail Group

A Namibian-owned retail group operating seven stores across Windhoek, Oshakati, and Katima Mulilo, trading through three separate legal entities with overlapping ownership.

The group had grown organically over 14 years and its corporate structure had never been formally reviewed. Three entities were filing tax returns independently but sharing central purchasing, warehousing, and management functions, with no intercompany agreements in place. The effective tax rate across the group was significantly higher than it should have been due to misallocation of expenses and the failure to consolidate intragroup positions. One entity had accumulated assessed losses that were expiring unused.

We conducted a full tax diagnostic across all three entities, reviewing five years of returns against the underlying accounts. We identified the assessed loss expiry risk and quantified the available losses. We prepared a restructuring proposal including formal intercompany service agreements and a cost-allocation methodology, and mapped the tax impact over a three-year horizon. We also reviewed the group's provisional tax submissions and recalculated the amounts due.

Intercompany agreements implemented. The assessed losses were utilised in the same tax year through a permitted intragroup charge structure. The effective group tax rate reduced materially in the following year. Provisional tax payments were brought in line with actual liability, eliminating the prior pattern of penalties for under- and overpayment.