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Tax Liability Mergers

Ankura

Tax Liability Insurance - M&A and Beyond

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During the diligence phase of a transaction, it is not uncommon for a buyer to identify potential tax liabilities that may be caused by a number of situations: uncertainty over a tax structure, an estimated fair market value...more

Kaufman & Canoles

K&C Sports & Entertainment Law Weekly Roundup - June 2024 #3

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The U.S. Twirling Association and a coach must pay nearly $4.2 million to a baton twirler who was sexually assaulted as a minor during a sponsored international trip, a New York federal jury has found, saying the organization...more

McDermott Will & Emery

[Event] Tax Symposium 2024 - May 14th - 15th, Chicago, IL

Discover the latest global developments and planning opportunities to stay ahead of the curve at McDermott’s Tax Symposium 2024. Join us in Chicago for a full day of programming designed to equip corporate tax leaders with...more

Skadden, Arps, Slate, Meagher & Flom LLP

Newly Proposed Regulations on Stock Buyback Excise Tax Largely Adopt Approach From Initial IRS Guidance

On April 12, 2024, the Treasury Department (Treasury) and Internal Revenue Service (IRS) issued proposed regulations (89 FR 25980 and 89 FR 25829) on the excise tax on stock buybacks enacted as part of the Inflation Reduction...more

International Lawyers Network

Establishing a Business Entity in the Philippines (Updated)

I. Types of business entities - As a general rule, foreign equity is allowed to conduct and participate in business in the Philippines, through any of the following modes: 1. By investing in a domestic stock...more

International Lawyers Network

Establishing A Business Entity In the Philippines (Updated)

I. Types of business entities - As a general rule, foreign equity is allowed to conduct and participate in business in the Philippines, through any of the following modes: 1. By investing in a domestic stock...more

Eversheds Sutherland (US) LLP

A dash of SALT on the deal: Key takeaways from TEI's 2023 M&A Seminar

State and local tax (SALT) issues may arise from mergers, acquisitions, or dispositions. Eversheds Sutherland Partner Todd Betor presented on Unique State Tax Issues at Tax Executives Institute’s 2023 Mergers & Acquisitions...more

Holland & Knight LLP

DIAN Colombia: No compensación de pérdidas en integración de sucursales de sociedad extranjera

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En Oficio #1356 del 9 de noviembre de 2022, la Dirección de Impuestos y Aduanas Nacionales (DIAN) señaló que la integración en Colombia de dos sucursales de sociedades extranjeras, como resultado de una fusión entre sus dos...more

Miller Nash LLP

Today in Tax: Digital Assets in Mergers & Acquisitions—Three Things Every Buyer Should Know

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Cryptocurrencies, digital assets, and blockchain-based technologies seem to show up everywhere. As the market for these products matures, new markets are emerging. Competitors, new entrants, and investors are acquiring the...more

International Lawyers Network

Establishing A Business Entity In the Philippines (Updated)

I. Types of business entities - As a general rule, foreign equity is allowed to conduct and participate in business in the Philippines, through any of the following modes: 1. By investing in a domestic stock...more

Williams Mullen

[Webinar] Winter Tax Forum - January 26th, 11:00 am - 12:00 pm EDT

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Please join us for the Winter Tax Forum virtually on Wednesday, January 26. Register here to join Farhad Aghdami and Anna Derewenda as they deliver recent tax and wealth planning updates. The two will specifically touch on: ...more

Hogan Lovells

Online HealthNow, Inc., et al: Anti-fraud provisions can be “too much dynamite” - Quarterly Corporate / M&A Decisions update...

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The Delaware Court of Chancery in Online HealthNow, Inc., et al. v. CIP OCL Investments, LLC, et al., C.A. No. 2020-0654-JRS (Del. Ch. August 12, 2021) extended a recent line of cases declining to enforce seller-friendly...more

White & Case LLP

Spain to tax acquisitions of shares of major Spanish listed companies

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The Spanish Official Gazette published last October 16th legislation enacting a new indirect Tax on Financial Transactions levied, at 0.2%, on the acquisition of shares of major Spanish listed companies irrespective of the...more

BakerHostetler

State Tax in Transactions: Post Closing Issues (Part IV)

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Don't rest on your laurels because the closing ink has dried! In this final episode of the series on state and local tax issues in M&A, Matt Hunsaker addresses some of the issues that arise after closing and how to prepare...more

BakerHostetler

State Tax in Transactions: Apportionment & Combination Implications (Part III)

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In part 3 of our journey through SALT issues in M&A transactions, Matt Hunsaker highlights a few apportionment, unitary combination, and NOL usage implications that should be on your radar whenever you are involved in a...more

BakerHostetler

State Tax in Transactions - Expanding Nexus Footprint (Part II)

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M&A transactions can have big implications for your company's nexus footprint. In part two of the series on M&A transactions, Matt Hunsaker breaks down nexus issues that should be on your radar if your company is engaging in...more

BakerHostetler

State Tax in Transactions: Perspectives of M&A Lawyers (Part 1)

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Gone are the days when you could blow off state and local taxes in transactions! Erica Svboda and Ryan Gorsche - M&A lawyers in BakerHostetler's M&A Team join Matt Hunsaker in the virtual studio to provide background on how...more

White & Case LLP

2019 Half-year in review: M&A legal and market developments

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We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more

Winthrop & Weinstine, P.A.

Credit Unions Purchasing Community Banks

The recent trend of credit unions buying banks has become one of the hot topics in the industry. While the number of actual transactions is quite small relative to the number of mergers and acquisitions that take place each...more

Benesch

M&A Pitfalls in the Cannabis Industry

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M&A is nothing new to the cannabis sector. The industry has experienced substantial consolidation activity to date and this trend will only increase in the months and years to come. However, if cannabis companies looking to...more

Farrell Fritz, P.C.

Spin-Offs, Mergers, And . . . Gifts? Oh My

Farrell Fritz, P.C. on

Mostly Divisions- Over the last several months, many of the projects on which I have been working have involved the division of a corporation or of a partnership. Yes, there have been purchases and sales of businesses...more

Proskauer Rose LLP

UK Tax Round Up - August 2019

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UK Case Law Developments - Valid notice crucial to tax indemnity claim - The Court of Appeal (CA) decision in Stobart Group Ltd v Stobart and another is a cautionary tale for any purchaser who, following the...more

Foodman CPAs & Advisors

An effective compliance program can help diminish an organizational criminal fine

On April 30, 2018, the Criminal Division of the US Department of Justice (DOJ) released a guidance document regarding corporate compliance programs.  The guidance looks at the adequacy and effectiveness of compliance programs...more

Dechert LLP

Global Private Equity Newsletter - Winter 2019 Edition: U.S. Carve-Out Transactions: A Fertile Ground for Private Equity Firms

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Driven by the influence of shareholders, activists and competitive market forces, public companies are demonstrating renewed focus on their core businesses. Reductions in the U.S. corporate tax rate from 35% to 21% have...more

Proskauer Rose LLP

UK Tax Round Up - October 2018

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General UK Tax Developments - CIOT responds to the draft profit fragmentation provisions in the Finance Bill 2019 - The Chartered Institute of Taxation (CIOT) has published its response to the profit fragmentation...more

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