On May 1, 2024, the Treasury Department (Treasury) and Internal Revenue Service (IRS) released Revenue Procedure 2024-24 (Revenue Procedure), which sets out substantially revised guidelines for private letter ruling (PLR)...more
On April 12, 2024, the Treasury Department (Treasury) and Internal Revenue Service (IRS) issued proposed regulations (89 FR 25980 and 89 FR 25829) on the excise tax on stock buybacks enacted as part of the Inflation Reduction...more
4/18/2024
/ Acquisitions ,
Capital Markets ,
Corporate Governance ,
Excise Tax ,
Inflation Reduction Act (IRA) ,
International Tax Issues ,
IRS ,
Mergers ,
Private Equity ,
Proposed Regulation ,
Publicly-Traded Companies ,
Regulatory Agenda ,
Share Buybacks ,
Stock Repurchases ,
Tax Liability ,
U.S. Treasury
On January 2, 2024, the Internal Revenue Service (IRS) released two revenue procedures updating the IRS guidelines for private letter ruling (PLR) requests, Revenue Procedure 2024-1 and Revenue Procedure 2024-3 (the 2024...more
On July 26, 2023, the Internal Revenue Service (IRS) Chief Counsel’s Office announced that it would make permanent its pilot program of issuing “fast-track” private letter rulings for requests solely or primarily under the...more
This year, we expect to see new disclosure requirements; rule changes at the Securities and Exchange Commission that will affect directors; activists adopting new tactics; changes to shareholder voting processes; tax and...more
Takeaways -
Tax law changes in the Build Back Better Act (BBBA) would limit the amount of value a company could extract in a spin-off by using a debt-for-debt exchange.
Companies may be able to achieve most of the...more
If enacted in its present form, the Build Back Better Act (BBBA) would amend the U.S. tax code’s rules for tax-free spin-off and split-off transactions (spin-offs), imposing significant restrictions on a parent company’s...more
In legislative text released October 28, 2021, the House Rules Committee proposed to impose a 1% excise tax on stock repurchases by publicly traded companies starting in 2022. If the provision is enacted, corporations will...more
On September 9, 2019, the Treasury Department (Treasury) and the Internal Revenue Service (IRS) proposed regulations (proposed regulations) addressing items of income and deduction that are included in the calculation of...more
9/30/2019
/ Acquisitions ,
Built-In Gains ,
Change in Ownership ,
Corporate Taxes ,
Internal Revenue Code (IRC) ,
IRS ,
Loss Limitation Rules ,
Mergers ,
Net Operating Losses ,
Proposed Regulation ,
Section 382 ,
Tax Deductions ,
Tax Planning ,
U.S. Treasury
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
The Internal Revenue Service (IRS) and Treasury Department today issued a much-welcomed technical correction to the effective date of the recently issued “built-in gain” regulations regarding real estate investment trust...more
On June 7, 2016, the Internal Revenue Service (IRS) and Treasury Department issued new temporary regulations that have dramatic implications for all merger-and-acquisition activity by C corporations and real estate investment...more
6/9/2016
/ Acquisitions ,
C-Corporation ,
Capital Gains ,
Corporate Taxes ,
IRS ,
Mergers ,
Protecting Americans from Tax Hikes (PATH) Act ,
REIT ,
RICs ,
S-Corporation ,
Tax-Free Spin-Offs