Introduction to M&A Tax S Corporations and Section 336(e) .pdf

Introduction to M&A Tax S Corporations and Section 336(e) .pdf

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College of William & Mary Law School William & Mary Law School Scholarship Repository William & Mary Annual Tax Conference Conferences, Events, and Lectures 2013 Introduction to M&A Tax: S Corporations and Section 336(e) Robert G. McElroy William M. Richardson William & Mary Law School , [email protected] Copyright c 2013 by the authors. This article is brought to you by the William & Mary Law School Scholarship Repository. Repository Citation McElroy, Robert G. and Richardson, William M., "Introduction to M&A Tax: S Corporations and Section 336(e)" (2013). William & Mary Annual Tax Conference. Paper 695.
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William & Mary Tax Conference November 7, 2013 Introduction to M&A Tax: S Corporations and Section 336(e) 1 William M. Richardson William & Mary Law School (757) 221-1083 [email protected] Robert G. McElroy McGuireWoods LLP (804) 775-1067 [email protected]
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Background Section 336(e) was added to the Code in 1986. August 2008 – Regulations under section 336(e) finally proposed. REG- 143544-04; 73 F.R. 49965-49981 May 2013 – Regulations under section 336(e) are finalized, effective for “qualified stock dispositions” with a disposition date on or after May 15. T.D. 9619. Effect: If a section 336(e) election is made, the federal income tax consequences are to be substantially the same as for a section 338(h)(10) election. See, Reg. § 1.336-1(a). However, differences do exist. Important to understand how differences impact sale structures. Introduction to Section 336(e) Regulations 2
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