Int'l Tax News

Reiterating his preference to slow the corporate inversion trend through lower tax rates and more harmonized taxes on foreign earnings, Senate Finance Committee ranking member Orrin Hatch (R-Utah) said the fix lies in broadly rewriting U.S. tax law.
He has been making those points since earlier this summer.
Any inversion-focused legislation ahead of a comprehensive bill can't include retroactive elements, as Democratic proposals have, and should establish more of a territorial tax system on international earnings rather than the currentworldwide structure, Hatch said. He also demanded a revenue-neutral plan to serve as a bridge to revising the tax code.
For the story, go here. (subscription required)

Thisweek Iwent to an event held by the Urban-Brookings Tax Policy Center to hear Treasury Secretary Jacob Lew talk about the administration's disdain for corporate tax inversions – deals inwhich U.S. companies arrange to become subject to foreign tax jurisdiction through acquisition arrangements.

Lewwarned that the Treasury Departmentwould make a decision "in the very near future" onwhat action to take regarding inversions. Lew said that any action from Treasury on the issuewould be based on strong legal and policy grounds, but that thatwould be no substitute for meaningful legislation. He said thatwithout action from Congress, Treasurywill act to stem the so-called tide of inversions.

So, the Treasury secretary had nothing really new to add to the discussion on corporate tax and inversions, and I'm leftwonderingwhy anybody cares about this stuff anymore.
For the blog post, go here.

In a speech at the U.S. Chamber of Commerce today, Finance Committee Ranking Member Orrin Hatch (R-Utah) criticized the Obama Administration for attempting to politicize the recent uptick in corporate inversions and called for bipartisan congressional talks to continue.
For the Hatch release, go here.

Legislation thatwould limit earnings stripping by inverted companies by limiting future interest deductions for those companies to 25 percent of revenuewould be a helpful step forward in addressing corporate inversions and tax evasion, the Financial Accountability and Corporate Transparency (FACT) Coalition said in a September 10 release.

For the release, go here.

A senior IRS attorney told tax practitioners that the government remains committed to implementing regulations under tax code Section 367(d) regarding transfers of intangible property to foreign corporations.
John Merrick, special counsel to the Associate Chief Counsel (International), said the guidance project is designed to halt transactions intended to repatriate earnings from foreign corporationswithout appropriate recognition of income.
The guidancewould cover outbound asset reorganizations that raise significant tax policy questions.
For the story, go here. (subscription required)

Congressional Republicans appeared sour on a bill that seeks to curb corporate inversions, released by Sens. Charles E. Schumer (D-N.Y.) and Richard J. Durbin (D-Ill.), as the likelihood for a legislative deal in September dimmed further.
Released Sept. 10, the proposalwould attack corporate inversion deals, overseas mergers and acquisitions for tax purposes, by denying companies certain deductions after the deal is completed.
For the story, go here. (subscription required)

Leveling the playing field for American businesses andworkers. Making the United States more attractive for investment. Maintaining a broad tax base.
These are sound policy goals both Republicans and Democrats can agree on ÔøΩgoals that are a topic of discussion today precisely because our country's obsolete corporate tax policy is in desperate need of overhaul.
For the blog post, go here.

Today,ways and Means Committee Chairman Dave Camp (R-MI) issued the following statement on the Administration's comments on inversions and tax reform:
"Everyone agrees that tax reform is the only solution thatwill both keep companies from moving their headquarters out of the United States, and encourage more businesses to grow, hire and increasewages for Americanworkers. That iswhy I put forth an overhaul of our broken tax code,whichwould lower rates by simplifying the code and eliminating special interest loopholes.
For the statement, go here.

Two new developments in negotiations over taxes could signal improving prospects for legislation to restrict inversion deals, as lawmakers seek bipartisan solutions to address growing problems in the U.S. tax system.
For the story, go here.

Stuart L. Rosow and Martin T. Hamilton argue that Stephen E. Shay's section 385 proposal is notwithin the scope of the contemplated regulatory authority and that any normative approach to inversion transactions should come from Congress and not through regulatory proposals.

For the viewpoint, go here. (subscription required)

Congress's top taxwriters remain noncommittal about rolling out new anti-inversion legislation this month.
Talks are continuing between Senate Finance Committee Chairman Ronwyden (D-Ore.) and ranking member Orrin Hatch (R-Utah), but they have yet to yield results. Houseways and Means Committee Chairman Dave Camp (R-Mich.) called for morewhite House participation, but ranking member Sander Levin (D-Mich.) said Republicans are too entrenched to forge a bipartisan inversion bill.
For the story, go here. (subscription required)

Questions continue about possible actions by Congress and the administration to address inversions, said David Lenter, legislation counsel for the Joint Committee on Taxation.
Calling the inversions issue "a hot topic," Lenter said one such question iswhether lawmakers might act to curb these deals as part of the continuing resolution they must pass by Sept. 30 to fund government operations.
Lenter spoke at a Sept. 9 luncheon sponsored by Bloomberg BNA Tax & Accounting and hosted by Buchanan Ingersoll & Rooney PC.
For the story, go here. (subscription required)

Senator Charles Schumer may scale back his plans to limit the future deductions of U.S. companies that took foreign addresses to reduce their tax bills.

A draft bill by Schumerwould limit interest deductions for companies that inverted after April 17, 1994, a date that could mean higher taxes for companies including Tyco International Ltd. (TYC) andweatherford International Plc.

"We may change the time frame," the New York Democrat told reporters in the Capitol today.

For the story, go here.

The Obama administration can make tax inversions less economically attractive to U.S. companies if Congress doesn't act to curb the practice, Treasury Secretary Jacob J. Lew said.

Lew said a "broken" tax system iswhat prompts U.S. companies to reduce taxes by moving their addresses abroad. He reiterated today that the administrationwill decide on possible action in the "very near future" to limit inversions.

For the story, go here.

Senate Majority Leader Harry Reid said he doesn't expect the Senate to vote on legislation revamping corporate inversions this month.

"I kind of doubt it," Reid saidwhen asked if therewould be a vote in September.when askedwhy not, Reid only chuckled as hewalked into the chamber after hisweekly Tuesday press conference.

For the story, go here.

Burger King's recent decision to pursue a corporate inversion to Canada is the culmination of years of maneuvering to dodge paying its fair share in corporate taxes. In fact, Burger Kingwas able to cut its averageworldwide effective tax rate by more than 60 percent over the past few years likely through complex accounting maneuvers.
How did Burger King accomplish such a substantial tax cut?
For the blog post, go here.

The European Banking Federation launched a new attack on the plans of 11 European Union member states to adopt a financial transactions tax on the eve of new negotiations designed to try to settle differences on the scope of a levy targeted for implementation in 2016.
Citing the overwhelming opposition expressed by some EU member states led by the U.K. aswell as the European Central Bank and other independent research analysts and tax experts, the European Banking Federation said the 11 EU member states "still underestimate" the negative economic impact of the levy.
For the story, go here. (subscription required)

Inversions. Corporate tax reform. Unpatriotic companies.
It seems as if the insane tax code has finally driven everyone over the cliff. But before you break out the champagne and start celebrating the rationalization of a totally dysfunctional corporate tax structure, rememberwhat happenedwhen the budget deficit skyrocketed and everyone clamored for budget reform:
Therewas a lot of talk but no action.
While tax inversions might seem like good business for some, they have real implications for the rest of us. Just remember Naroff's First Law of Taxes: "There is no such thing as a free tax break."
For the story, go here.

The U.S. corporate tax base is slowly leaking out of the country. U.S. multinational corporations have increasingly begun to mergewith much smaller foreign corporations so as to move the corporation to a lower-tax countryÔøΩa maneuver known as a corporate inversion. In essence, the corporations are giving up U.S. "citizenship" to avoid paying U.S. taxes.
This report examines some of the issues and policy options regarding corporate inversions. It explainswhat corporate inversions are, explores common tax features of proposed inversions, analyzeswhy many corporations are now pursuing inversions, and assesses various policy options to prevent inversions.
For the report, go here.

Treasury Secretary Jacob Lew urged Congress on Monday to close tax loopholes that allow U.S. companies to avoid U.S. taxes by mergingwith foreign companies and shifting their headquarters overseas.
That tax-saving strategy is known as an inversion, and Lew said Congress should end it.
"This may be legal, but it iswrong, and our laws should change," Lew told an audience of tax experts at the Urban Institute, awashington think tank. "Only a change in the law can shut the door, and only tax reform can solve the problems in our tax code that leads to inversions."
For the story, go here.

Peter L. Faber contends that the IRS should not attempt to "twist" existing regulations to prevent inversions, noting that it is perfectly legal for a taxpayer to move businesses between states to avoid taxes, as long as the move actually happens.

For the letter, go here. (subscription required)

The No. 3 U.S. Senate Democrat has circulated a draft proposal to crack down on U.S. companies that invert, or mergewith foreign competitors to get lower tax rates, and itwould apply to deals as far back as 1994.
The plan developed by Senator Chuck Schumer of New Yorkwould reduce the incentives for companies to invert, according to a draft document that Reuters viewed.
For the story, go here.

Americanswanting to follow in the footsteps of Facebook co-founder Eduardo Saverin or pop diva Tina Turner and renounce their citizenshipwill have to pay five times as much thisweek as they did lastweek.
And as it is getting more expensive for individuals to cut their tieswith the US, some politicians are trying to make it more expensive for companies to leave aswell. The controversy Mr Saverin enduredwhen he quit the country before Facebook's flotation in 2012 is nothing to the brouhaha swirling around corporate tax inversions.
For the story, go here.

With tax synergiesweighing heavily into the analysis, price premiums paid in inversion deals are higher than those paid in other mergers and acquisitions.
Some of the largest M&A premiums in the last year have come from U.S. companies acquiring foreign targets to maximize tax savings and capitalize on operational synergies.while the average premium paid for U.S. targetswas at a record low for 2013 at 20 percent, inversion premiums remain highwith some near 50 percent, according to data compiled by Dealogic.
The average one-week premium paid by U.S. acquirers in 2014 is currently 29 percent, a Dealogic spokesperson told Tax Analysts. For inversions inwhich the U.S. entity is the acquirer it's 36 percent.
The difference is not entirely attributable to the value of the chance to re-domicile in a lower-tax jurisdiction, according to analysts.
For the article, go here. (subscription required)

The IRS should be more flexible for some transactions under the anti-inversion regime of tax code Section 7874 and ease the impact of January temporary and final rules, the New York State Bar Association Tax Section said.
The code section shouldn't apply in caseswhere a foreign parent corporation contributes a domestic entity to another foreign corporation and then sells the stock of that foreign corporation, the NYSBA tax section told the government in a Sept. 5 letter and report.
In its letter, the tax section said a central theme of its 60-page report is that the rules should allow for more consistent Section 7874 treatment of transactions that are economically equivalent, or at least very similar.
For the letter and report, go here. (subscription required)

A proposal from a top Senate Democrat could limit deductions for companies that moved their tax addresses out of the U.S. as long ago as 1994, according to a draft obtained by Bloomberg News.

The legislative proposal,which faces high hurdles in a deadlocked Congress, may become part of Democrats' attempts to penalize companies that cut their tax billswith cross-border maneuvers known as inversions and get added to their political strategy to blame Republicans.

The draft proposalwould try to make inversions less economically attractive by applying future interest-deduction limits to companies that reincorporated abroad. Because itwould apply to any inversion after April 17, 1994, the plan threatens dozens of corporations including Ingersoll-Rand Plc (IR) and Tyco International Ltd. (TYC)

For the story, go here.

You and yourwallet have a big stake in huge tax-dodging deals being crafted by big American companies, like Burger King mergingwith Tim Hortons, the Canadian coffee and doughnut chain.

Burger King is looking to swap the 35 percent corporate tax rate in the U.S. for Canada's 15 percent rate, even though itsworking headquarterswill remain in Miami. The little peopleÔøΩthe millions of uswho pay our taxesweek toweekÔøΩwill pick up some of the tax burden Burger King and other multinationals shirk through these so-called inversions, inwhich they move their headquarters, on paper, to escape taxeswhile continuing to enjoy all the benefits of doing business in America.

It's just one of severalways multinationals don't pay their fair share, and they get awaywith it because the federal government encourages such behavior. If Congress taxed you theway it taxes multinational corporations, youwould have a much fatterwallet.

For the story, go here.

The best government response to the "inversion" of Burger Kingwith Canada's Tim Hortons for the purpose of avoiding U.S. taxes is the opposite ofwhat you might think. Rather than club Burger King over the headwith yet more tax avoidance rules, don't tax Burger King ÔøΩ or its ilk ÔøΩ at all.
Why not?won't this solution deplete Uncle Sam's coffers of badly needed revenue from BK? Actually, no. The reasonwhy not requires one to understand that no profitable business, not even BK, eats taxes. To be sure, BK collects money for its burgers andwrites big checks to Uncle Sam. But the tax on the burger is passed on to the customer in the price.
For the article, go here.

An influential Harvard professor says it's a "no brainer" for the Obama administration to act alone on so-called tax "inversions," and it doesn't make any sense towait to address them in broader corporate tax reform.
Former Treasury official Stephen Shay,who earlier this year madewaves in the tax-policyworldwith a paper arguing the Treasury has authority to act alone on inversions, told an audience at the Urban Institute: "The argument ofwaiting for tax reform carries noweightwith me at all." Shay said he's a "huge skeptic" of the near-term prospects of a major rewrite of the tax code.
For the story, go here.

The video of the September 8 Tax Policy Center program, Business Tax Reform:what Can Be Done?, is now available.

For the video, go here.

As Congress returns towashington for the last time before the Nov. 4 elections, Democrats are busily lambasting corporations that renounce their U.S. citizenship and laying the groundwork for new policies to deter firms from moving overseas.
For the blog post, go here.

Treasury Secretary Jacob Lew urged lawmakers of both parties to pass anti-inversion legislation,warning that many more U.S. companies across a range of industries plan to relocate their headquarters overseas to reduce their taxes.
Mr. Lew also reiterated that the Obama administration isweighing regulatory action to limit the economic appeal of inversions if lawmakers don't reach an agreement. Mr. Lew promised a Treasury decision on regulatory steps in the "very near future" butwarned that such action "will not be a substitute for meaningful legislation -- it can only address part of the economics."
For the story, go here.

Administrative action to limit tax-driven mergers called inversions is coming soon, Treasury Secretary Jacob J. Lew said Sept. 8.
"The Treasury Department is completing an evaluation ofwhatwe can do to make these deals less economically appealing, andwe plan to make a decision in the very near future," he said in a speech at the Urban Institute.
For the speech, go here.

On Monday, the Tax Policy Center inwashington held a panel discussion on the subject of ''corporate inversions'' -- the practice of taking over a small company in someplace like Ireland or the Netherlands, and then using that takeover to ''relocate'' to the foreign country for tax reasons.
For the op-ed, go here.

Corporations invert primarily to lower U.S. tax liability, andwhile near-term tax regulation changes are a necessary stopgap to slow the eroding U.S. corporate tax base, protecting the base in the long run requires legislation that reduces the incentives and ability of firms to invert, the Economic Policy Institute said in a September 8 report.

For the report, go here.

Gary M. Friedman is a tax partner at Debevoise & Plimpton LLP. This report is based on a paper delivered at the New York City Tax Club in April.
In this report, Friedman discusses the overreaching nature of sections 7874 and 4985. Those statutes, and the regulatory regimes they have spawned, add complexity and confusion to the tax system, elevate form over substance, and often lead to arbitrary results. The administration's proposals and pending retroactive legislationwould not correct the shortcomings of the existing anti-inversion regime. This report represents the views of the author and not necessarily those of Debevoise & Plimpton LLP.

For the report, go here. (subscription required)

It turns out that deal-driven investment bankers have been pushing the inversion-ridden agendas of not just tax professionals, but also policymakers these past few months.
Inversions, in their most recent incarnations, have been promoted and justified as synergistic business combinations rather than structured tax-saving contrivances. The reasons are not difficult to find. Congress, in enacting section 7874 in 2004, essentially precluded single-company inversions, leavingwould-be inverterswith few options except to find a partnerwith substantial business activities in the target jurisdiction. In sum, inversionswere effectively relegated to the realm of cross-border mergers and acquisitions.
For the article, go here. (subscription required)

A draft bill from Senate Finance Committee member Charles E. Schumer, D-N.Y.,would limit the interest expense deduction for inverted companies that completed deals anytime in the past 20 years, according to text of the draft obtained by Tax Analysts September 8.
A Schumer aide said the draft is "certainly not final" but that the senator expects to introduce the final version of the bill later in theweek. Schumer declined to answer questions about his proposal.
For the story, go here. (subscription required)

So far, Congress has acted once to curb inversions. The American Jobs Creation Act of 2004 codified section 7874, the so-called anti-inversion legislation. The same bill also added code section 4985,which addresses stock inversions, such as those recently announced by Medtronic, AbbVie, and others.

Section 4985 imposes a 15 percent excise tax on the stock-based compensation of an inverting corporation's executive officers and directors. In enacting that excise tax, Congress professed to address an imbalance in the relative tax burdens of a stock inversion on the inverting corporation's shareholders and management.

Though Congresswas arguably correct in identifying the problem, itwas unquestionably disingenuous in offering a solution.

For the blog post, go here.

A new draft of the Russian CFC law expected to be implemented in January 2015 is less severe than previous versions, but still presents a number of challenges to taxpayers.

For the story, go here.

Chile is undertaking the most thorough review and reform of its tax system in three decades, but is not conforming to the most common reform trends being seen elsewhere around theworld.
For the story, go here.

Australia's treasury chief has asked the tax office to double efforts against multinational companies,which are considered a risk to the nation's tax collections, by undertaking more extensive audits and information requests.
The move, announced in a Sept. 4 speech by Treasurer Joe Hockey, is part of a three-pronged approach to ensure multinationals meet their tax obligations in Australia,which Hockey said involves "implementing effective domestic policy changes, collaboratingwith the commissioner of taxation to strengthen administration, and pursuing multilateral international change."
Hockey said Australiawelcomes foreign investment but said multinationals must pay tax in the countrywhere the income is earned. He said some multinational businesses have set up sophisticated arrangements to avoid tax payments in Australia.
For the story, go here. (subscription required)

Treasury Secretary Jacob J. Lew called for ending tax provisions that encourage U.S. companies to create jobs overseas, raising the minimumwage and investing in public infrastructure, in a speech marking the department's 225th anniversary.
In his remarks Sept. 4,which covered the department's evolution over two centuries, Lew alluded to current policy issues including tax inversions, a corporate strategywherein companies create foreign branches to avoid domestic tax rates. Lew is slated to speak on inversions and larger tax overhaul strategies Sept. 8.
The administration has yet to present a final strategy on curbing the inversions, and Congress hasn't agreed on a legislative proposal to address them.
For the story, go here. (subscription required)

Companies considering inversion transactions should treadwith care as scrutiny by the public, the administration and Congress heats up, tax practitioners said.
"It's more important than ever that there be a non-tax rationale for the deal," Reb D.wheeler, a corporate partner at Mayer Brown, said Sept. 4 during awebinar on inversions sponsored by Bloomberg BNA Tax & Accounting. He said companies need to take into account the potential loss of tax benefits that could be posed by legislation now being considered on Capitol Hill and possible action by the Treasury Department.
For the story, go here. (subscription required)

A request for input has been released today to invite public commentson BEPS Action 11 regardingwork on establishing methodologies to collect and analyse data on BEPS and the actions to address it.

For the request, go here.

At the G20's request, the OECD is leading the development of a strategy to address base erosion and profit shifting (BEPS). The Developmentworking Group (DWG)

has asked the OECD to draw together the experiences of developing countries and international organisations in a report (ofwhich this is Part 1) on the main sources of BEPS in developing countries and how these relate to the OECD/G20 BEPS Action Plan ('the Action Plan') on this issue.

For the report, go here.

At the EU Economic and Financial Affairs Council meeting 20 June, the ministers agreed an amendment to EU tax rules thatwill close a loopholewhich had allowed cross-border corporations to profit from double non-taxation.

The agreed amendment to the parent-subsidiary directivewill put an end to the situationwhereby cross-border corporate groups could exploit differences between national tax laws and profit from double non-taxation by means of hybrid loan arrangements.

For coverage, go here.

Recently, several high profile companies have indicated an interest in merging or plans to mergewith a non-U.S. headquartered company, including Pfizer and Chiquita. Pfizer, for example,was interested in mergingwith a smaller British firm, AstraZeneca, and moving headquarters to the UK. For Pfizer,which has accumulated substantial profits in subsidiaries in low tax foreign countries thatwould be taxed if paid to the U.S. parent, the territorial tax system is likely the most important tax benefit from such a merger. This "secondwave" of inversions again raises concerns about an erosion of the U.S. tax base.

For the paper go here.

One of the loudest critics of the recentwave of corporate inversions is University of Southern California law professor Ed Kleinbard,whowarns that these transactionswill erode the U.S. corporate tax base because these newly relocated firmswill use "intragroup interest payments" to "strip" income out of their U.S. subsidiary.

While this is thought to be a common practicewith multinational corporations, IRS data actually shows that the U.S. subsidiaries of foreign-based companies have smaller interest deductions relative to their total receipts than do American-headquartered firms and, interestingly, they have higher effective tax rates than their domestic counterparts.

For the blog post, go here.

In case you missed it, The New York Times' political and policy blog The Upshot published a fascinating debate throughout August on the question: Should the corporate income tax be abolished?

Talk of repeal began after my TPC colleague Eric Toder and AEI's Alan Viard published an important

new paper suggesting the corporate levy could be replacedwith a direct tax on shareholders. Toder and Viard raised repeal as one of two possible solutions to the vexing problem of the corporate income tax. Unsurprisingly, this dramatic idea attracted the most attention though the otherÔøΩa proposal for a new international formula for taxing corporate profits –has also generated some interesting discussion.

For the story, go here.