Mergers & Acquisitions Tax

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Saving Time and Money when Selling a Small Business

Advance planning is crucial when you decide to sell your small business. You need to be at the center of that planning. Don’t abdicate your responsibility for selling your business to your lawyer, your accountant or your...more

New "Inversion" Proposed Regulations Inspired By The Pfizer/Allergan Deal May Impact Corporate Tax Planning Strategies

The Treasury Department has recently promulgated proposed regulations dealing with so-called inversion transactions. Inversion transactions are ones in which a U.S. corporation changes its domicile to a nation with a more...more

The Rosenbaum Law Firm Review - May 2016

The New Fiduciary Rule: What It Means To Plan Sponsors - Bottom line: what does it mean? If you're a retirement plan sponsor and, unless you've been living under a rock, you've probably heard about the Department...more

Treasury Issues Stringent Inversion Regulations, Proposes Far-Reaching Related-Party Debt Rules

New regulations expand prior guidance reducing tax benefits of inversions. Proposed debt-equity rules will impact even routine intercompany transactions. On April 4, 2016, the US Department of the Treasury (Treasury) and...more

MIDCO Transactions and the Expanding Universe of Transferee Liability

On April 20, 2016, partner Lawrence Hill (New York-Tax) presented a paper (co-authored with counsel Richard Nessler (New York-Tax)) titled “MIDCO Transactions and the Expanding Universe of Transferee Liability” to The Tax...more

PowerPoint Slides: Webinar on Recent Trends and Developments Affecting the IT Services and E-Commerce Sector Between the U.S. and...

Leading law firms Pepper Hamilton and Khaitan & Co. joined together on this webinar to discuss: • Start-Up India - India’s newly adopted regime for start-ups and what it means for foreign investors and IT and e-commerce...more

Video: Webinar on Recent Trends and Developments Affecting the IT Services and E-Commerce Sector Between the U.S. and India [Video]

Leading law firms Pepper Hamilton and Khaitan & Co. joined together on this webinar to discuss: • Start-Up India - India’s newly adopted regime for start-ups and what it means for foreign investors and IT and e-commerce...more

The Pepper Minute: Buying and Selling the S Corporation [Video]

There are significant tax aspects involved in buying and selling an S corporation. In this short video, Pepper partner Howard Goldberg takes a few minutes to discuss various forms of buying and selling an S corporation’s...more

US Internal Revenue Service and US Treasury Department Issue Anti-Inversion Regulations

The US Internal Revenue Service issued a proposal under Section 385 of the Internal Revenue Code with respect to the treatment of instruments issued by corporations in related-party transactions as debt or equity for federal...more

International Tax Advisory: New Temporary Regulations Continue the Fight Against Inversions

On April 4, the Treasury released temporary regulations to attack (and prevent) inversions. Aimed at transactions designed to avoid the purposes of Sections 7874 and 367 and certain post-inversion avoidance transactions, the...more

Alert: Treasury Department Expands Anti-Inversion Rules, Earnings Stripping Rules

On April 4, 2016, the United States Department of the Treasury issued temporary regulations that expand the scope of transactions subject to the rules designed to eliminate the US tax benefits of "inversions." The temporary...more

Treasury Department Issues Temporary and Proposed Regulations to Curb Inversions and Earnings Stripping

On April 4, 2016, the Internal Revenue Service and the Treasury Department issued temporary and proposed regulations formalizing rules contained in Notices 2014-52 and 2015-79 limiting corporate tax inversions, as well as...more

Expanded Earnings Stripping Proposed Rules Will Impact Typical Debt Push Downs

In a surprising move amidst its continuing crack down on corporate inversions, the U.S. Treasury just proposed new regulations reflecting a broadly expanded approach to the practice of earnings stripping. Because an inversion...more

M&A Update: Broad Anti-Inversion Rules Released

On April 4, 2016, Treasury released new rules making it more difficult for some U.S. companies to invert (“Serial Inversion Regulations”), Proposed Regulations limiting the effectiveness of “earnings stripping” techniques...more

Your daily dose of financial news The Brief – 4.6.16

Talk about a regulation with teeth. Within days of the Treasury Department announcing new rules meant to discourage corporate tax inversion deals, Pfizer and Allergan announced they were scrapping their planned $152 billion...more

Taxing The Deal: State And Local Tax Issues In Telecom M&A Transactions

The acquisition of a telecommunications service provider or a cloud-based service provider raises unique state and local tax issues that do not arise in connection with the acquisition of other businesses. Telecom and...more

The Pepper Minute: Corporate Inversions [Video]

An inversion may offer significant tax benefits. In this short video, Pepper partner Howard Goldberg shares his thoughts on inversions - why undertake an inversion and the tax law addressing inversion transactions....more

New Tax Conditions for Foreign Investment in Australia - Treasurer to Impose Tax Conditions on all Foreign Investment Applications...

On 22 February 2016, the Hon Scott Morrison MP, Treasurer of the Commonwealth of Australia, published a media release regarding new requirements for foreign investment applications to ensure foreign companies investing in...more

Golden Parachute Tax Terror

Smith Anderson's tax group is now offering complimentary presentations. This webinar will provide an introduction to the tax rules related to certain payments to insiders triggered by a change in control of a corporation...more

European M+A News, Winter 2016

Smart Acquisition Structures For Deals In Germany And The UK - What Are the Criteria for Smart Acquisitions via Corporations? - Inbound investment structures seeking to acquire a German or UK corporation should take...more

Good News for Safe Harbor Plan Sponsors: The IRS Will Allow Mid-Year Changes

On January 29, 2016, the Internal Revenue Service issued guidance on mid-year changes to safe harbor plans under Internal Revenue Code Sections 401(k), and 401(m). Notice 2016-16 significantly expands the permissible mid-year...more

New IRS Audit Rules: Partnerships and LLCs Should Name A Partnership Representative For IRS Audits

New legislation will govern IRS audits of partnerships and LLCs for tax years beginning after December 31, 2017. The new rules will affect both existing LLCs and partnerships as well as new partnership and LLC agreements,...more

IRS Provides Flexibility for Mid-Year Amendment of Safe Harbor 401(k)/403(b) Plans

On January 29, 2016, the IRS issued Notice 2016-16, which provides much-needed guidance and flexibility for mid-year amendments to safe harbor plans. The notice provides that a mid-year amendment either to a safe harbor...more

IRS Provides New Guidance on Midyear Changes to Safe Harbor 401(k) Plans

If you read one thing... - The IRS has issued new guidance on midyear changes to a safe harbor plan under Code Sections 401(k) and 401(m) that addresses the requirement that plan provisions generally must remain in...more

New Ruling of the Czech Supreme Administrative Court: Twilight of Acquisition Structures?

A recent Czech Supreme Administrative Court decision invoked the doctrine of abuse of law disallowing the tax deductibility of interest on a shareholder loan in an acquisition transaction. Since similar acquisition structures...more

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