Commercial Law & Contracts, Securities Law, Tax Law

Simplifying Leaver Provisions?

by Orrick, Herrington & Sutcliffe LLP on 5/23/2013

Introduction - In response to the Nuttall Review of Employee Ownership, the Government has introduced the Companies Act 2006 (Amendment of Part 18) Regulations 2013 (the Regulations) which entered into force on 30...more

Employers With Share Option Schemes Take Note…

by Richard Cook, James Ross | McDermott Will & Emery on 5/23/2013

A recent decision of the United Kingdom’s First Tier (Tax) Tribunal has provided a timely reminder of the importance for employers of notifying their employees of the requirement to promptly reimburse the employer for income...more

Legal Alert: Tax Court Finds Indirect Prohibited Transaction in IRA

by Adam Cohen, Mikka Gee Conway, Jonathan Goldman, Carol McClarnon, Alice Murtos, Joanna Myers, Vanessa Scott, W. Mark Smith, Rich Sun, William Walderman, Carol Weiser | Sutherland Asbill & Brennan LLP on 5/22/2013

In Peek v. Commissioner (May 9, 2013), the U.S. Tax Court ruled that two taxpayers had engaged in an indirect “prohibited transaction” with their individual retirement accounts (IRAs) when they provided personal guarantees...more

HM Treasury Rethinks the UK Tax Treatment of Fee Rebates

by David Gubbay, Daniel Hawthorne, Mark Stapleton | Dechert LLP on 5/22/2013

In a Written Ministerial Statement made in UK Parliament on 21 May 2013, Treasury Economic Secretary Sajid Javid MP announced the Treasury’s intention to make a crucial and very welcome clarification to the recent HMRC Brief...more

IRS Issues Final Regulations Treating Qualified Stock Dispositions as Asset Sales

by Wilson Sonsini Goodrich & Rosati on 5/16/2013

On May 10, 2013, the Internal Revenue Service (IRS) and Treasury Department released the long-awaited final regulations under Section 336(e) of the Internal Revenue Code, treating certain sales, exchanges, and distributions...more

IRS Approves New Rules To Minimize Taxes Related to M&A Transactions

by Craig Circosta, Karen McConnell, Wayne Strasbaugh | Ballard Spahr LLP on 5/14/2013

The Internal Revenue Service recently adopted long-awaited regulations intended to provide a new means of minimizing taxes in M&A transactions. The newly adopted regulations take effect on May 15, 2013, under Section 336(e)...more

"Shares for Rights: Over-Sold or Under-Appreciated?"

by James Anderson, Helena Derbyshire | Skadden, Arps, Slate, Meagher & Flom LLP on 5/14/2013

In this article we consider some alternative approaches to the proposed U.K. status of “employee shareholders,” who receive capital gains tax-exempt shares in their employer (or its parent) in return for waiving certain...more

At Last: Final Regulations Issued Under Section 336(e)

by Dennis Allen, Robert S. Chase II, Reginald Clark, Jeffrey Mace, Daniel McKeithen, Michael Miles, William Pauls, David Roby, Jr., Christopher Schoen, William Sheumaker, Carol Tello, more +H. Karl Zeswitz, Jr. | Sutherland Asbill & Brennan LLP on 5/14/2013

In a move that was nearly 27 years in the making, the Treasury Department (Treasury) and the Internal Revenue Service (IRS) issued long-awaited final regulations under §336(e) (the Final Regulations) on May 10. Section 336(e)...more

Small and Mid-Size Companies: Beware of Increased Cybersecurity Threats of Sensitive Tax Information

by Helen Christakos, Brendan Lund | Carr, McClellan, Ingersoll, Thompson & Horn -... on 5/3/2013

Small and mid-size companies electronically transmit an increased amount of sensitive financial information via the Internet to comply with tax compliance obligations....more

It’s Like Déjà Vu – All Over Again – NSW Defers the Abolition of Stamp Duty

by Philip Diviny, Marise Fraser, Murray Landis | K&L Gates LLP on 5/2/2013

Abolition of NSW duties deferred again - The NSW Government has indicated that the abolition of Inter-Governmental Agreement taxes, including duties on: - marketable securities (shares and units) - ...more

Wall Street Sales Tax Reintroduced on Capitol Hill: Likely a Significant Impact on Private Investment Funds

by David Sussman | Duane Morris LLP on 4/19/2013

On April 17, 2013, U.S. Rep. Keith Ellison (D-Minn.) reintroduced the Inclusive Prosperity Act of 2013 (H.R. 1579) (the "Bill"), a financial transaction tax that, according to its supporters, would provide the federal...more

What is an 83(b) election and how and when should I make one?

by The R. Bernard Law Group on 4/15/2013

When an employee or service provider receives stock that is subject to vesting, they should immediately consider how that stock might be treated under Section 83 of the Internal Revenue Code. Stock grants subject to Section...more

Corporate & Tax E-Note - March 28, 2013

by Edward Brown, Benjamin Coulter, Kevin Doherty, C. Logan Hinkle, Mignon Lunsford, Debra Lee Mackey | Burr & Forman on 4/3/2013

In This Issue: - SEC Yet to Release Jumpstart Our Business Startups Act Guidelines - IRS Crackdown on Contract Workers Has Small Businesses Concerned - Accelerated Filers Found to be Filing More Restatements -...more

Tax Measures in 2013 UK Budget

by E.S. Kate Habershon, Katerina Heal | Morgan Lewis on 3/22/2013

UK government supports businesses, focusing on the UK's competitiveness while clamping down on tax avoidance and evasion. On 20 March, UK Chancellor of the Exchequer George Osborne released the UK's 2013 budget. The...more

If You're Not At the Table, You're On the Menu: Ways and Means Working Groups Solicit Input on Tax Reform

by Mary Burke Baker, Michael W. Evans, Andrés Gil, Karishma Shah Page, Ryan J. Severson | K&L Gates LLP on 3/8/2013

Comprehensive tax reform is the top priority of the congressional tax-writing committees this year. In continuation of several years of work on this issue, the House Ways and Means Committee recently unveiled the next stage...more

New SEC Technology to Focus on Suspicious Corporate Disclosures

by Daniel Brecher on 2/26/2013

New SEC Technology to Focus on Suspicious Corporate Disclosures by Dan Brecher on February 26, 2013 The Securities and Exchange Commission (SEC) is increasingly turning to technology to help root out fraud. The agency...more

European Financial Transaction Tax Proposal

by Tim Aron | Katten Muchin Rosenman LLP on 2/20/2013

On February 14, the European Commission released draft text for a proposed financial transaction tax directive. If the text is implemented into law a financial transaction tax (FTT) will be payable to the tax authorities in...more

Legal Alert: One Shade of GRA: Proposed Regulations Foreshadow the End of the GRA Directive and Provide That "Available Upon...

by Eric Cayford, Robert S. Chase II, Jonathan Gardiner, Richard Hartnig, Daniel McKeithen, Michael Miles, Jennifer Molnar, William Pauls, Aaron Payne, Leni Perkins, Carol Tello | Sutherland Asbill & Brennan LLP on 2/5/2013

On January 30, Treasury and the IRS issued proposed regulations relating to the proper filing of gain recognition agreements (GRAs) and other related compliance obligations (the Proposed Regulations). As a general matter, a...more