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Convertible preferred equity certificates
  • Alston & Bird LLP
  • Luxembourg, USA
  • July 13 2011

Instruments may be treated as debt for foreign income tax purposes but as equity or U.S. tax purposes


Final regulations on disregarded entities involved in conduit arrangements
  • Alston & Bird LLP
  • USA
  • December 15 2011

On December 9, 2011, the IRS published final regulations that address the application of the conduit financing arrangements effected through disregarded entities


CFC’S Subpart F earnings not qualified dividends
  • Alston & Bird LLP
  • USA
  • December 15 2011

On December 7, 2011, The U.S. Tax Court ruled that inclusions in U.S. residents’ gross income that were required under the Subpart F provisions with respect to their controlled foreign corporation’s investments in U.S. property did not constitute qualified dividend income under Section 1(h) (11


Avoiding the section 338 consistency rules
  • Alston & Bird LLP
  • USA
  • April 9 2012

LTRS 201213013 and 201214012 are the same ruling, evidently issued to a buyer and a seller, in the common scenario where the seller consolidated group wants to sell subsidiary stock and the buyer wants to buy assets and obtain a cost basis; both taxpayers got what they wanted, including placing the target corporation into the buying consolidated group, without having a qualified stock purchase and thereby avoiding the consistency rules


Lack of income tax deduction for payment of breakup fees
  • Alston & Bird LLP
  • USA
  • July 1 2010

As the country moves out of the recession, M&A activity is bound to heat up


Cross chain 351?
  • Alston & Bird LLP
  • USA
  • February 1 2012

LTR 201150021 is a surprising cross chain restructuring ruling that treats the transfer of the assets of one subsidiary of P to a subsidiary at the bottom of another chain of subsidiaries below P as a series of section 351 exchanges and a D reorganization at the bottom of the acquiring chain


Intercompany accounts require maintenance
  • Alston & Bird LLP
  • USA
  • August 1 2009

Corporate groups almost universally designate one member as the "banker" and arrange for all of the group’s cash to be swept into the banker’s account, which is carefully managed by the group’s treasury function


Unrepatriated foreign earnings
  • Alston & Bird LLP
  • USA
  • June 7 2011

SEC inquired of Sun Hydraulics Corporation how it could project that it would or would not repatriate income and what the tax effect would be


Mayo and Chevron
  • Alston & Bird LLP
  • USA
  • February 1 2011

The Supreme Court rejected a challenge to Treasury's 2004 regulation defining a medical resident as a worker and not a student for purposes of FICA taxation


Closing a prepaid forward with a short sale
  • Alston & Bird LLP
  • USA
  • October 24 2012

TAM 201214021 appears to reconsider an issue addressed in CCA 201104031, issued about a year earlier