Securities Tax

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Executive Compensation Alert: IRS Releases Final Section 162(m) Regulations

Background - Section 162(m) of the Internal Revenue Code (the “Code”) denies a tax deduction to a public company if the compensation paid to its chief executive officer and three other highest compensated officers...more

A Phantom Menace for IPO Companies - US Tax Regulations Restrict the Use of Restricted Stock Units

Section 162(m) of the Internal Revenue Code (“Section 162(m)”) provides for a $1 million dollar limitation on the amount of compensation paid to each of certain named executive officers that public companies may deduct in any...more

Investment Funds Update - Europe: Legal and regulatory updates for the funds industry from the key asset management centres and...

Luxembourg Fund Sector Continues to Grow - The CSSF press release 15/15 dated 26 March 2015 provides an overview of regulated UCIs at the end of February 2015 and confirms total assets under management of more than EUR...more

Investment in real estate: France-German double tax treaty changes

On 31 March 2015, the Governments of France and Germany signed an amendment to the France-German treaty dated (the “Treaty”), which will have an impact in the future for certain investments in real estate. For France, this...more

Tax Alert: AM 2015-01—Does Previously Taxed Income “Tier up” to a Domestic Corporate Shareholder?

In a recent chief counsel memorandum (AM 2015-01), the IRS addressed a long uncertain tax question: when a US corporate shareholder includes an amount in income under subpart F, does the subpart F inclusion increase the...more

Preserving Net Operating Losses (NOL) Carryforward: What Are You Doing to Protect Your Company’s Valuable Tax Assets?

A company’s past NOLs can be used to offset taxable income in future years, subject to certain limitations. For companies that have operated at a significant loss and expect to turn a profit in the foreseeable future, the...more

Locke Lord QuickStudy: IRS Clarifies Performance-Based Compensation Exception Under Code Section 162(m)

On March 31, 2015, the Internal Revenue Service (IRS) published final regulations under Section 162(m) of the Internal Revenue Code (the Code). Code Section 162(m) disallows a deduction by any publicly-held corporation for...more

Easier, Less Costly Alternatives for Correcting Retirement Plan Mistakes

In two recent Revenue Procedures, the Internal Revenue Service (IRS) has modified the Employee Plans Compliance Resolution System (EPCRS), the IRS correction program for retirement plans. Revenue Procedure. 2015-27 reduces...more

Ensure Compliance with Final Regulations on Equity Awards

The Department of the Treasury has issued final regulations setting forth changes to the current regulations under Internal Revenue Code (Code) Section 162(m). Code Section 162(m) precludes a deduction by a public corporation...more

IRS Releases Amended Section 162(m) Regulations Clarifying How to Preserve the Deductibility of Certain Compensation for Public...

The Internal Revenue Service recently amended the regulations under Internal Revenue Code Section 162(m). Section 162(m) applies to publicly held companies and generally limits the tax deduction that a public company is...more

Developments in the Luxembourg Financial Sector

The Luxembourg supervisory authority, the Commission de Surveillance du Secteur Financier (CSSF), has recently issued FAQs regarding the immobilisation of bearer shares and units, as well as a press release to remind...more

Section 162(m) Final Regulations Clarify Requirements for Exemptions to $1 Million Deduction Limitation

Section 162(m) generally limits to $1 million the amount that a public company can annually deduct with respect to remuneration paid to certain covered employees. This deduction limitation, however, does not apply to...more

Final IRS Regulations Under Section 162(m) Will Impact Transition Rule Applicable to Newly Public Companies

On March 31, 2015, the IRS issued final regulations under Section 162(m), the tax code provision which limits the deduction for compensation paid to certain public company executive officers. As signaled by the proposed...more

IRS Releases Final Regulations Clarifying 162(m) Limitation on Compensation

Section 162(m) of the Internal Revenue Code precludes the deduction by public companies for compensation paid to certain covered employees in excess of $1,000,000 in any taxable year. This limitation on deduction does not...more

New York Budget Incorporates More Significant Tax Changes

New York Governor Andrew Cuomo introduced his 2015-2016 budget and accompanying legislation on January 19, 2015 (the proposed legislation). After much negotiation, the Legislature just enacted the Budget Bill (the "2015...more

Minority Shareholders Liable as Transferees for Unpaid Corporate Taxes Due to Wrongdoing of Majority Shareholders

The Tax Court has found two minority shareholders liable to return several million of dividends they received from a corporation when the corporation failed to pay federal income taxes at the direction of majority...more

Draft legislation released covering changes to the employee share scheme tax regime

The Australian Government has today introduced the draft Tax and Superannuation Laws Amendment (Employee Share Schemes) Bill 2015 containing measures designed to ease the tax impost for employee shares schemes, to make...more

Stock and Asset Sales: Tax Consequences of Each Transaction

As discussed in prior posts, an asset sale transfers only the assets of the business, whereas a stock sale transfers some or all of the ownership interest in the business as well as its obligations and liabilities....more

Coming to America (for Business) - Using the L1 Visa as an Alternative to EB 5

Overview - As a long term veteran of the financial services industry, I have learned that in many cases, people do not “buy” a product or service but instead are “sold”” the product or service that the advisor is...more

New Developments In The VAT Treatment Of Securitisation Servicing

HMRC are expected to consult on revisions to their published guidance to clarify the circumstances in which they will treat loan servicing in securitisation arrangements as exempt for VAT purposes....more

Real Estate Gazette - Issue 19 (Global)

In This Issue: - INTERNATIONAL: Key Issues For Real Estate In The Implementation Of The AIFMD Across Europe - ASIA: Understanding Four Key Changes To The Hong Kong REIT Code -...more

Investment Funds Update - Europe: Key legal and regulatory updates for the funds industry from the primary European asset...

EU Passes New Council Directive to Implement “EU-FATCA" - The Council Directive passed by the EU on 1 December 2014 implements the OECD’s Common Reporting Standard (CRS) in Europe. The Directive has to be implemented...more

Exploration Development Incentive Passes Australian Senate

On 3 March 2015, legislation introducing the Exploration Development Incentive (EDI) officially passed the Australian Senate. The legislation is expected to receive Royal Assent in the coming days. The EDI has been introduced...more

Monthly Benefits Alert - February 2015

Health & Wellness Plans - Anthem Data Breach Requires Plan Sponsor Attention - On January 29, 2015, Anthem Inc., one of the largest managed health care companies in the country, disclosed that the sensitive...more

What is a Security? Even the SEC Can’t Always Tell

On February 27, 2015, an Administrative Law Judge (ALJ) determined that, contrary to claims by the SEC, interests in an LLC that invested in conservation easements as a tax deduction mechanism were not “securities” within the...more

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