Jack Cummings presented, "Exploring the Limits of the Evolving Economic Substance and Related Doctrines; The Effects of Codification," November 18, 10:15 a.m. - 12:30 p.m., during this program sponsored by Practicing Law Institute. The presentation covered the following topics.
- Recent cases and notices
- When to apply which doctrine
- Application to some tax planning while other tax planning requires neither substance nor business purpose
- New Section 7701(o), the economic substance codification
- When does the doctrine apply under codification
- Effects of codification
- Scope of Congressional plan or purpose concept
- “Safe Harbors”
- Disaggregation of transactions
- The two-prong test (the objective component and the subjective component)
- How much substance is enough
- Relative benefits testing
- Expansion of anti-tax shelter positions into ordinary tax planning
- Strict liability penalties; practice and procedure
- Circular 230
- Implications, effects, ethical and practice issues
- Corporate transaction planning
This three-day program focused on the tax issues presented by the entire spectrum of modern major corporate transactions, from relatively simple single-buyer acquisitions of a division or subsidiary to multi-party joint ventures, cross-border mergers, and complex acquisitions of public companies with domestic and foreign operations, including spin-offs and other dispositions of unwanted operations. Evolving techniques for structuring, financing, and refinancing corporate turnovers, restructurings and other activities will be emphasized, with particular attention being paid to consolidated return issues, to the role of new financial products, to the effects of the evolving economic substance and business purpose doctrines, and to selected current issues in mergers, acquisitions, and corporate restructurings including the effects of recent legislation on executive compensation and on workouts.
November 16-18, 2010
Sofitel Chicago Water Tower/ Chicago, IL