In recent years, in the boardrooms of public companies with multi-line businesses, there have been few louder drum beats than those from investors calling for divestitures, spin-offs or other separation transactions aimed at...more
In the current environment, tax-free spinoffs may be the best option for companies focusing their business lines, we explain in this issue of The Informed Board. Spin-offs do not depend on third parties, and they preserve...more
2/20/2023
/ Activist Investors ,
Board of Directors ,
Corporate Culture ,
Corporate Governance ,
Disclosure ,
Environmental Social & Governance (ESG) ,
EU ,
Insider Trading ,
Multinationals ,
Proxy Voting ,
Securities and Exchange Commission (SEC) ,
Self-Evaluations ,
Shareholders
On May 13, 2020, the U.S. Treasury Department and Internal Revenue Service issued proposed regulations under Sections 162(f) and 6050X of the Internal Revenue Code regarding the disallowance of deductions for certain amounts...more
5/29/2020
/ Civil Monetary Penalty ,
Corporate Fines ,
Corporate Taxes ,
Enforcement Actions ,
IRS ,
Public Comment ,
Remediation ,
Restitution ,
Section 162(f) ,
Section 6050X ,
Settlement ,
Tax Cuts and Jobs Act ,
Tax Deductions ,
U.S. Treasury
A recent Technical Advice Memorandum (TAM) issued by the Internal Revenue Service (IRS) National Office concludes that a target company required under Internal Revenue Code Section 263(a) regulations to capitalize costs that...more
On October 9, 2019, the Internal Revenue Service (IRS) issued long-awaited guidance relating to transactions involving virtual currencies, such as cryptocurrencies. Aligned with the agency’s continuing efforts to enforce tax...more
10/18/2019
/ Bitcoin ,
Capital Gains ,
Capital Losses ,
Charitable Donations ,
Convertible Virtual Currencies (CVCs) ,
Cryptocurrency ,
Distributed Ledger Technology (DLT) ,
Fair Market Value ,
Gifts ,
Information Reports ,
IRS ,
New Guidance ,
Recordkeeping Requirements ,
Revenue Rulings ,
Self-Employment Tax ,
Taxable Income ,
Virtual Currency
The Internal Revenue Service (IRS) and Department of the Treasury recently proposed regulations that shed light on how the new, expanded bonus depreciation regime may work in the context of many common acquisitions involving...more
The U.S. Supreme Court upended 51 years of precedent on Thursday, June 21, 2018, when it held in a 5-4 decision that a state can require an online retailer with no in-state property or personnel to collect and remit sales tax...more
6/22/2018
/ Appeals ,
Commerce Clause ,
Constitutional Challenges ,
Internet Retailers ,
Interstate Commerce ,
Out-of-State Companies ,
Physical Presence Test ,
Popular ,
Quill ,
Reversal ,
Sales & Use Tax ,
SCOTUS ,
South Dakota v. Wayfair ,
Substantial Nexus
On March 30, 2018, the New York Legislature passed the 2018–2019 Budget Bill (SB. 7509-C/A 9509-C) (Budget Bill), which addresses several provisions of the newly enacted Tax Cuts and Jobs Act (P.L. 115-97) (TCJA) and...more
4/10/2018
/ Carried Interest Tax Rates ,
Charitable Trusts ,
Controlled Foreign Corporations ,
Corporate Taxes ,
Federal Taxes ,
Foreign Corporations ,
Foreign Derived Intangible Income (FDII) ,
GILTI tax ,
Income Taxes ,
Internal Revenue Code (IRC) ,
Local Taxes ,
Payroll Taxes ,
Proposed Legislation ,
State Budgets ,
State Taxes ,
Tax Credits ,
Tax Cuts and Jobs Act ,
Tax Deductions ,
Tax Reform ,
Transition Tax ,
Trust Funds
On July 15, 2016, the Internal Revenue Service (IRS) released a new revenue procedure, Rev. Proc. 2016-40, providing safe harbors for transactions in which a corporation (Distributing) obtains the requisite control of a...more
7/26/2016
/ Acquisitions ,
Board of Directors ,
Capital Structures ,
Controlled Transactions ,
IRS ,
Recapitalization ,
Safe Harbors ,
Shareholder Distributions ,
Stocks ,
Subsidiaries ,
Tax-Free Spin-Offs
On July 14, 2016, the Internal Revenue Service (IRS) and Treasury Department proposed new Treasury regulations that, if finalized, would generally become effective for distributions under Section 355 of the Internal Revenue...more
On August 6, 2015, the Department of the Treasury issued Notice 2015-54 (the Notice) announcing its intent to issue new regulations addressing transactions involving partnerships formed by related parties. According to the...more
8/18/2015
/ Asset Transfer ,
Business Taxes ,
Capital Gains ,
Cost-Sharing ,
Foreign Affiliates ,
Income Taxes ,
IRS ,
Partnerships ,
Related Parties ,
Section 482 ,
Section 6662 ,
Tax Deductions ,
U.S. Treasury
On July 23, 2015, the Internal Revenue Service (IRS) and the Treasury Department proposed regulations that address the tax treatment of certain partnership interests issued in exchange for services. Of particular note, the...more
In a decision issued last week, the U.S. Court of Appeals for the Third Circuit held that a debtor’s qualified subchapter S subsidiary (QSub) status is not property of the bankruptcy estate. The Third Circuit’s opinion...more
Summary -
In an eagerly awaited decision of the U.K. Supreme Court in the case of R (on the Application of Prudential plc and Another) v. Special Commissioner of Income Tax and Another, [2013] UKSC 1, legal advice...more