Год выпуска: 2007 Автор: Glenn R. Carrington Издательство: CCH Incorporated, CCH, Inc. Страниц: 700 ISBN: 0808091433
Описание
There are many considerations that influence how a transaction is structured, including tax considerations. The most basic tax issue is whether to structure the transaction as taxable or tax-free. In general, there are four basic structures for a corporation acquisition: (1) a taxable acquisition of a target corporation s stock; (2) a taxable acquisition of a target corporation s assets; (3) a tax-free acquisition of the target corporation s stock; or a tax-free acquisition of a target corporation s assets. While at first blush, it may seem that it is always more desirable to structure a transaction as tax-free, this is not always the case. As an initial matter, the requirements for structuring a transaction as a tax-free reorganization, which are set forth in § 368, are quite strict. The strictures imposed by § 368 may not always be compatible with the business objectives of the parties to the transactions, making resort to a taxable structure more desirable. If the fair market value...
