KPMG Executive Education

Tax Issues and Developments in Mergers and Acquisitions

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About the course

Mergers and acquisitions can lead to both tax pitfalls and tax opportunities.

Led by a team from KPMG’s Washington National Tax Office, this seminar engages participants in the upside and downside of corporate tax rules for mergers & acquisitions.

Starting with a review of the core tax principles underlying taxable and tax-free acquisitions, the seminar focuses foremost on the issues that challenge transactional planning. It will also explore a variety of other important issues, including cross-border transactions, consolidated returns, stock distributions, insolvent corporations, internal restructurings, use of losses, economic substance/step-transaction, transaction costs, and debt-equity regulations.

Agenda

  • Taxable asset Sales, Section 338, and Section 336(e)
  • Tax-Free Reorganizations and Section 355
  • Economic Substance, Step-Transaction, and Substance-Over-Form
  • Consolidated Returns Issues
  • International Issues Under Sections 367 and 7874
  • Tax Treatment of Transaction Costs
  • New Section 385 Regulations
  • Cancellation of Indebtedness
  • Loss Issues

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