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Legislation Relating To Tax Motivated Corporate Mergers And Acquisitions
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Author :United States. Congress. House. Committee on Ways and Means. Subcommittee on Select Revenue Measures Publisher : ISBN 13 : Total Pages :192 pages Book Rating :4.:/5 (327 download)
Book Synopsis Legislation Relating to Tax-motivated Corporate Mergers and Acquisitions by : United States. Congress. House. Committee on Ways and Means. Subcommittee on Select Revenue Measures
Download or read book Legislation Relating to Tax-motivated Corporate Mergers and Acquisitions written by United States. Congress. House. Committee on Ways and Means. Subcommittee on Select Revenue Measures and published by . This book was released on 1982 with total page 192 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Author :United States. Congress. House. Committee on Ways and Means. Subcommittee on Select Revenue Measures Publisher : ISBN 13 : Total Pages :0 pages Book Rating :4.:/5 (134 download)
Book Synopsis Legislation Relating to Tax-motivated Corporate Mergers and Acquisitions by : United States. Congress. House. Committee on Ways and Means. Subcommittee on Select Revenue Measures
Download or read book Legislation Relating to Tax-motivated Corporate Mergers and Acquisitions written by United States. Congress. House. Committee on Ways and Means. Subcommittee on Select Revenue Measures and published by . This book was released on 1982 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Corporate Taxation Through the Lens of Mergers & Acquisitions by : Samuel Coleman Thompson (Jr.)
Download or read book Corporate Taxation Through the Lens of Mergers & Acquisitions written by Samuel Coleman Thompson (Jr.) and published by . This book was released on 2016 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: To view or download the 2018 Supplement to this book, click here. This book approaches corporate taxation through the lens of the M&A provisions of the Internal Revenue Code. To ensure that the reader has the appropriate background to explore concepts, Chapter 2 provides an introduction to basic corporate tax principles. Because of the globalization of business activity, this book introduces many of the issues under the Code affecting both inbound and outbound cross-border transactions. The book also looks at various proposals to reform corporate taxation.
Book Synopsis Federal Income Tax Aspects of Mergers and Acquisitions by :
Download or read book Federal Income Tax Aspects of Mergers and Acquisitions written by and published by . This book was released on 1985 with total page 68 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Tax Policy Aspects of Mergers and Acquisitions by : United States. Congress. House. Committee on Ways and Means
Download or read book Tax Policy Aspects of Mergers and Acquisitions written by United States. Congress. House. Committee on Ways and Means and published by . This book was released on 1989 with total page 964 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Tax Treatment of Corporate Mergers and Acquisitions, and of Certain Distributions of Appreciated Property, and Job Training Credit Proposal by : United States. Congress. Senate. Committee on Finance
Download or read book Tax Treatment of Corporate Mergers and Acquisitions, and of Certain Distributions of Appreciated Property, and Job Training Credit Proposal written by United States. Congress. Senate. Committee on Finance and published by . This book was released on 1982 with total page 364 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Tax Planning for International Mergers, Acquisitions, Joint Ventures and Restructurings by : Peter H. Blessing
Download or read book Tax Planning for International Mergers, Acquisitions, Joint Ventures and Restructurings written by Peter H. Blessing and published by . This book was released on 2017 with total page 1156 pages. Available in PDF, EPUB and Kindle. Book excerpt: This user-friendly resource is comprised of two complementary parts: first, a practical overview of certain key tax aspects of international transactions that have general application, followed by twenty-one detailed country profiles, pinpointing each jurisdiction's handling of such areas of concern as entity classification, taxable transactions, tax-free transactions (both domestically and cross-border), loss planning, IP planning, compensation arrangements, acquisition financing, JV planning, VAT issues, tax treaty usage, and much more. The experts in each country suggest solutions designed to maximize effective tax planning and satisfy compliance obligations. The work will assist in planning and evaluating strategies for transactions in single and multiple jurisdictions, as well as in implementing them. It further will allow an easy comparison of key tax aspects in major jurisdictions. Addressing an important information gap in an area of widespread commercial concern, this resource will be welcomed by international tax counsel, corporate and financial services attorneys, and corporate planning and compliance professionals. Contributing authors: Marti Adroer, Soo-Jeong Ahn, Javier Asensio, Daniel Bader, Xavier Berre, Peter H. Blessing, Jose Carlos Silva, Agnès Charpenet, David Caupers, Stephan Eilers, Shefali Goradia, Gabriel Gotlib, Daniel Gustafsson, Richard Hendriks, Werner Heyvaert, Soraya M. Jamal, John Jangwoon Kwak, Josh Jones, Sophie Jouniaux, Janne Juusela, Michael Khayat, Kirsten Kjellander, Robert Kopstein, Daniel Lehmann, Sanna Lindqvist, Margriet E. Lukkien, Ricardo Luiz Becker, Victor Matchekhin, Michael McGowan, Patrick Mears, Riccardo Michelutti, Takeo Mizutani, Stephen Nelson, Janette Pantry, Peter Reinarz, Eric N. Roose, Mónica Sada Garibay, Martin Schiessl, Michael H. Shikuma, Ansgar A. Simon, Jin Soo Soh, James Smith, Raoul Stocker, Andrew Stuart, Peng Tao, Peter Utterström, Adalberto Valadez, Maarten J.M. van der Weijden, Richard Vann, Chris Van Loan, Fernando M. Vaquero, Flávio Veitzman, Sonia Velasco and Sabrina Wong
Book Synopsis Tax Aspects of Acquisitions and Mergers by : Philip Cooke
Download or read book Tax Aspects of Acquisitions and Mergers written by Philip Cooke and published by Springer. This book was released on 1983-10-31 with total page 160 pages. Available in PDF, EPUB and Kindle. Book excerpt: Compilation of country studies by various contributors dealing in a comparative way with the taxation and other related aspects of acquisitions and mergers, both at the domestic level and cross-frontier. Includes general report and country reports on Belgium, Canada, Denmark, France, Germany, Ireland, Italy, Netherlands, Spain, United Kingdom and United States of America.
Book Synopsis The Role of Tax Law in Mergers and Acquisitions by : Chunyang Zhang
Download or read book The Role of Tax Law in Mergers and Acquisitions written by Chunyang Zhang and published by . This book was released on 2022-08-08 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Series on International Taxation, Volume 82 The economic value of China's mergers and acquisitions (M&A) market is exceeded only by that of the United States. However, China's rapid and somewhat chaotic economic transformation has made the task of taxing M&A transactions in a consistent and prudent manner difficult, leading to a patchwork of fragmented rules that are hard to grasp not only for taxpayers but even for tax professionals and tax officials. Responding to this complex situation, this groundbreaking book explores in detail how income derived from M&A transactions is taxed in China. Using empirical studies in order to provide a first-hand understanding of the context in which the tax law operates, the book critically examines China's income tax regime for M&A and, based upon this examination, sets out reform proposals. In six informative chapters of great practical relevance, the author thoroughly describes and explains the intersection of such aspects as the following: M&A transactions in the eyes of tax law; disparities between ordinary and special tax treatment; eligibility for special tax treatment; applying taxation principles such as neutrality and equity; continuity of interest doctrine; stock acquisition versus asset acquisition; and adjustment to tax basis. In addition to its empirical research, the analysis makes use of an examination of the rules and theories on taxing M&A in other jurisdictions such as Australia and the United States as part of its proposed blueprint for improving China's M&A taxation. Drawing on commonly recognized taxation principles, this book definitively sets up the normative criteria for evaluating the income taxation of M&A and reveals the fundamental problems encountered by China's current regime. Its comprehensive analysis of the Chinese income tax rules for M&A and detailed disclosure of how they are both divergent from and convergent with that of some other major economies will prove of immeasurable value to in-house counsel for multinational corporations, business enterprises with interests in China, taxation consultants, taxation academics, and taxation authorities worldwide.
Book Synopsis Reform of the Taxation of Mergers, Acquisitions, and LBOs by : Samuel C. Thompson
Download or read book Reform of the Taxation of Mergers, Acquisitions, and LBOs written by Samuel C. Thompson and published by . This book was released on 1993 with total page 304 pages. Available in PDF, EPUB and Kindle. Book excerpt: Thompson exposes the inadequacies of the current approach to tax treatment of corporate mergers, acquisitions and leveraged buyouts.
Book Synopsis The Corporate Tax Practice Series by : Louis S. Freeman
Download or read book The Corporate Tax Practice Series written by Louis S. Freeman and published by . This book was released on with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Spin-Offs, Fiduciary Duty, and the Law by : Edward S. Adams
Download or read book Spin-Offs, Fiduciary Duty, and the Law written by Edward S. Adams and published by . This book was released on 2015 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: In recent years, merger and acquisition activity has captured the corporate headlines, reaffirming the popular view that bigger is better. Yet the benefits of such empire building are belied by evidence that corporate spin-offs generally add more value to a business or group of businesses. Indeed, the advantages of spin-offs have not been lost on some of the more astute corporate executives, and although mergers and acquisitions may make better copy, spin-offs have been quietly on the rise. Companies such as AT&T, General Motors, ITT, Sprint, Dun and Bradstreet, and Sears have successfully reaped the benefits of performing tax-free spin-offs pursuant to Internal Revenue Code ("I.R.C." or "Code") § 355, the principle means of effecting them. The largest benefit of a spin-off is that I.R.C. §355 creates a tax-free shelter under which no gain or loss is recognized by either the distributing corporation or the shareholders receiving the distribution, thus eliminating the double taxation which otherwise would be incurred. Section 355 and the applicable Treasury Regulations ("Regulations"), however, establish several requirements that must be met before a spin-off will qualify as tax-free. These requirements demonstrate that the IRS disfavors spin-offs. The main thrust of the requirements is to prevent spin-offs from being used as devices for extracting earnings and profits tax-free or at capital gain rates. For example, a primary hurdle to a tax-free spin-off is the business purpose test, a subjective test requiring that the spin-off be motivated by a real and substantial non-federal tax purpose germane to the business of the parent corporation, subsidiary, or affiliated group to which the corporation belongs. The IRS uses the subjectivity of the business purpose test as a "filtering" mechanism to disqualify many corporations that would otherwise fulfill the requirements for a valid spin-off. There are numerous reasons why a corporation might want to pursue a spin-off, all of them "real" and "substantial" and having nothing to do with federal taxation. For example, many corporations have found that spin-offs unlock value in their businesses, thereby rewarding shareholders. Other legitimate reasons for spin-offs include facilitating acquisitions, enhancing earnings from stock offerings, increasing management accountability, sharpening corporate fitness and focus, and increasing efficiency. In some circumstances, avoiding liability and providing takeover defenses may be appropriate justifications for spin-offs. In circumstances where these are not appropriate justifications, safeguards against entrenchment and state fraudulent conveyance laws have proven to be adequate deterrents to abuse. All of the above legitimate, non-tax rationales ultimately serve to enhance shareholder value and are therefore consistent with directors' and officers' fiduciary duty to their shareholders-namely, to maximize value. The current tax law, however, ignores this duty and often frustrates it. This Article proposes that I.R.C. § 355 and the accompanying regulations should be revised to facilitate rather than hinder corporate spin-offs. Part I reviews the history of the tax treatment of spin-offs and outlines the section 355 provisions, treasury regulations, and revenue rulings that currently govern spin-offs. Part II considers some improper motives for spin-offs, but argues that legal safeguards against entrenchment and state fraudulent conveyance laws adequately address abusive spin-offs. Part II examines the legitimate, non-tax rationales behind spin-offs within the context of management's fiduciary duty to maximize shareholder value. Finally, Part IV analyzes the reasons why the tax law should encourage spin-offs and suggests revisions to section 355 to facilitate them.
Book Synopsis Mergers & Acquisitions by : Robert F. Klueger
Download or read book Mergers & Acquisitions written by Robert F. Klueger and published by Wiley. This book was released on 1989-05-01 with total page 327 pages. Available in PDF, EPUB and Kindle. Book excerpt: Looks at all crucial factors of an acquisition, including tax law, securities law, accounting and state corporate law to assist in deciding what form an acquisition should take. Includes up-to-date information on: Section 384; the new Delaware Shareholder Protection Plan; and changes in the tax code regarding ``greenmail'' gains. Also includes diagrams, forms and references to current cases and authorities to assist in the design and execution of a successful acquisition.
Book Synopsis Corporate Acquisitions and Mergers in the United States by : Vijay Sekhon
Download or read book Corporate Acquisitions and Mergers in the United States written by Vijay Sekhon and published by . This book was released on 2022-05-20 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Derived from Kluwer's multi-volume Corporate Acquisitions and Mergers, the largest and most detailed database of M&A know-how available anywhere in the world, this work by a highly experienced team from the leading international law firm Sidley Austin LLP Contributors provides a concise, practical analysis of current law and practice relating to mergers and acquisitions of public and private companies in Slovak Republic. The book offers a clear explanation of each step in the acquisition process from the perspectives of both the purchaser and the seller. Key areas covered include: structuring the transaction; due diligence; contractual protection; consideration; and the impact of applicable company, competition, tax, intellectual property, environmental and data protection law on the acquisition process. Corporate Acquisitions and Mergers is an invaluable guide for both legal practitioners and business executives seeking a comprehensive yet practical analysis of mergers and acquisitions in the United States. Equivalent analyses of M&A law and practice in some 50 other jurisdictions, all contributed by leading law firms, are accessible on-line at www.kluwerlawonline.com under Corporate Acquisitions and Mergers.
Book Synopsis Mergers, Taxes, and Historical Materialism by : Ajay K. Mehrotra
Download or read book Mergers, Taxes, and Historical Materialism written by Ajay K. Mehrotra and published by . This book was released on 2008 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: In the last few years, corporate mergers and acquisitions witnessed explosive growth. Although more recent market conditions have halted the latest merger movement, scholars and commentators have used the earlier rise in merger activity to reevaluate the preferential tax treatment granted to those mergers and acquisitions that fall under the U.S. tax law's definition of a corporate "reorganization." Under the current Internal Revenue Code, neither shareholders nor corporations recognize gain or loss on the exchange of stock or securities in transactions that qualify as a "corporate reorganization." The significance of this tax rule raises a central question: why does this tax preference exist? Since its statutory inception in 1919, numerous scholars have debated the theoretical justifications for this tax law. Few, however, have sought to move beyond intellectual and conceptual origins to address the more pertinent question of institutional development: how and why has this tax benefit become a deeply entrenched part of American corporate tax law? This Article mainly addresses this second question. It contends that historically constituted political and economic interests have gradually transformed this law from its beginnings as a limited statutory exception into a modern version of voluntary corporate welfare. This transformation can be explained less by resort to timeless economic logic or legal doctrine than by reference to the institutional dynamics and the unfolding of concrete economic, political, and social processes. In chronicling the early phases of this gradual transformation, this Article has two interrelated objectives. First, it seeks to historicize the prehistory, the statutory origins, and the early liberalization of this corporate tax law. Second, this Article highlights the chronological and contingent development of the reorganization provisions. In examining the historical processes and conditions that led to the early expansion and entrenchment of this tax law, this Article illustrates the contested and provisional nature of the creation, expansion, and maintenance of this corporate tax benefit. This Article mainly investigates two pivotal periods - the 1920s when this rule was gradually liberalized, and the early 1930s when this tax law faced near elimination - to underscore how material context and historical sequence determined the possibilities of legal change. This historical story about the reorganization tax preference, in the end, is not simply a tale about the evolution of an important and enduring corporate tax law. This narrative is also a case study of the broader legislative process. It shows how a typical legal regime is molded by the interactions of democratic institutions; how the lawmaking process is shaped by the negotiations among citizens, Congress, the courts, and executive agencies. Accordingly, this historical story illustrates the continuing dynamic that exists between law and society, revealing how the legal process of fortifying and routinizing laws can unwittingly create special interests - interests that often reshape and help maintain the laws that have created them.
Book Synopsis The Potential for Tax Gains as a Merger Motive by : Denis A. Breen
Download or read book The Potential for Tax Gains as a Merger Motive written by Denis A. Breen and published by . This book was released on 1987 with total page 106 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Crisis-Driven Tax Law by : Albert H. Choi
Download or read book Crisis-Driven Tax Law written by Albert H. Choi and published by . This book was released on 2020 with total page 72 pages. Available in PDF, EPUB and Kindle. Book excerpt: At the peak of the 2008 financial crisis, the Internal Revenue Service (IRS) issued Notice 2008-83 (the Notice), administrative guidance that limited Internal Revenue Code (the Code) section 382, an important tax rule designed to discourage tax-motivated acquisitions. Although styled as a mere interpretation of existing law, the Notice has been widely viewed as an improper exercise of the IRS's authority that undermined its legitimacy. But did the Notice work? There were many extraordinary interventions during the financial crisis that raised questions about eroding the rule of law and the long-term destabilizing effects of bailouts. In a financial crisis, regulators must weigh these real, but distant and uncertain, costs against the immediate benefits of the intervention. Toward that end, we report the first evidence of the effects of limiting Code section 382 during the 2008 financial crisis. Although we find little evidence that the Notice affected bank merger activity, those mergers that occurred while the Notice was in effect produced lower post-merger income growth. The results suggest that Code section 382 may have some benefits in terms of discouraging tax-motivated acquisitions. We use the Notice to illustrate the concerns that should guide lawmakers' decisions about if and how to make law during a crisis.
