Tax Strategies for Mergers & Acquisitions
- December 13-14, 2010 — Las, Vegas, NV Register Now!
Conference Highlights Include:
Join us for two days of comprehensive discussion of the tax rules applicable to mergers, acquisitions, and dispositions. Included is a discussion of the recent developments in this area, including all-cash reorganizations and utilization of losses.
Managing tax affairs in a global environment requires the depth of tax knowledge you will get at this program:
- Special issues when forming and transferring property to controlled corporations
- Overview of tax-free asset reorganizations
- Requirements for tax-free spin-offs
- How to avoid the pitfalls under the consolidated return regulations in mergers and acquisitions
- Special international issues presented by mergers and acquisitions
- How to structure taxable acquisitions
Agenda
| Times | Topics | Speakers |
|---|---|---|
| 8:30am - 10:00am |
SPECIAL ISSUES WHEN TRANSFERRING PROPERTY TO A CONTROLLED CORPORATION
Learn about recent legislation and administrative rulings regarding transfers of property, including assumption of liabilities, investment company rules, transfers of built-in losses, and treating certain stock as boot. |
|
| 10:00am - 10:15am | Coffee Break | |
| 10:15am - 12:30pm |
OVERVIEW OF RULES GOVERNING TAX-FREE REORGANIZATIONS
Rules governing the tax status of corporate reorganizations comprise a complex (some would say nonsensical) regime. We will explain these rules in a straightforward format with an emphasis on recent Treasury regulations that grant taxpayers significant flexibility compared to prior law. |
|
| 12:30pm - 1:30pm | Luncheon Network, build relationships, share experiences and ask questions of your peers and the experts! | |
| 1:30pm - 2:00pm |
CONTINUATION OF TAX-FREE REORGANIZATIONS
Learn how to apply the complex reorganization rules to ensure non-recognition treatment. Consideration is given to the recently published regulations governing foreign mergers and related party reorganizations. |
|
| 2:00pm - 3:00pm |
SECTION 355
After 1986, Section 355 is the primary vehicle for moving assets out of a corporation without a tax. Learn about the complex regime that permits this favorable taxpayer treatment and other rules that significantly limit the benefits in the context of certain acquisitive transactions. We also review the recent changes for determining if a corporation is engaged in an active trade or business. |
|
| 3:00pm - 3:15pm | Coffee Break | |
| 3:15pm - 5:00pm |
LOSS ISSUES
Discussion of current issues around loss utilization and recognition including Granite Trust transactions, Section 382, 5-year carrybacks, and the CERT rules. |
|
| 5:00pm | DAY ONE ADJOURNS |
| Times | Topics | Speakers |
|---|---|---|
| 8:30am - 10:00am |
INTERNATIONAL RULES ASSOCIATED WITH TAX-FREE ASSET TRANSFERS
Learn how to navigate the rules governing inbound, outbound, and foreign to foreign asset transfers under Section 367. |
|
| 10:00am - 10:15am | COFFEE BREAK | |
| 10:15am - 11:15am |
TAXABLE ASSET SALES AND SECTION 338(h)(10) TRANSACTIONS
Contrast taxable asset sales with tax-free asset reorganizations, and explore the world of "deemed" asset acquisitions under Section 338(h)(10). |
|
| 11:15am - 12:30pm |
CANCELLATION OF INDEBTEDNESS ISSUES
Discussion of concepts applicable to cancellation of indebtedness. |
|
| 12:30pm - 1:30pm |
LUNCHEON
Network, build relationships, share experiences and ask questions of your peers and the experts! |
|
|
1:30pm - 4:30pm (Includes Break 3:00 - 3:15) |
CONSOLIDATED RETURNS CONSIDERATIONS IN MERGERS & ACQUISITIONS
An introduction to various consolidated return issues that arise when consolidated groups are involved in M & A transactions. Learn about elections to consider when acquiring or disposing of subsidiaries from a consolidated group, as well as the recent guidance on loss disallowance. |
|
| 4:30pm - 4:45pm |
QUESTION AND ANSWER SESSION |
|
| 4:45pm | COURSE ADJOURNS |