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Tax Planning Publicly-Traded Companies

Hogan Lovells

IRS reduces barriers to redomiciliations

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On August 19, the IRS released Notice 2025-45 (the “Notice”), announcing its plan to reduce barriers to certain redomiciliations. In particular, the IRS reduced barriers to redomiciliations by foreign publicly traded...more

Latham & Watkins LLP

Demystifying Spinoffs: Complex “IPOs” With a Sophisticated Tax Overlay

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In a spinoff, a public company separates one or more of its businesses into a new, publicly traded company. For the public company that initiates it, a spinoff can achieve a number of critical business and financial...more

Proskauer - Employee Benefits & Executive...

Executive Use of Corporate Aircraft: Navigating Tax, SEC Disclosure and Other Key Considerations

Companies are increasingly allowing their chief executive officers and, in certain circumstances, other executives to use corporate jets (which may be chartered flights or fractionally or fully owned aircraft) for personal...more

DLA Piper

Tax Considerations for Public Company Equity Incentive Awards

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This is the third part of a series covering certain securities law, corporate governance, and tax considerations related to stock options and restricted stock unit (RSU) awards granted by public companies....more

Morrison & Foerster LLP

Frequently Asked Questions about UPREITs and OP Unit Transactions

A common structure for equity REITs, the UPREIT model allows a REIT to hold and operate its assets through a single operating partnership. This structure provides tax advantages and liquidity opportunities for property...more

Morgan Lewis - ML Benefits

IRS Proposes Regulations on Expanded Definition of Covered Employee Under Code Section 162m

Section 162(m) of the Internal Revenue Code prohibits a publicly held corporation from taking compensation-related tax deductions with respect to the compensation of a “covered employee” to the extent the compensation exceeds...more

Goodwin

Internal Revenue Code Section 162(m): Proposed Regulations

Goodwin on

On January 14, 2025, the Internal Revenue Service and the US Treasury Department issued proposed regulations under Section 162(m) of the Internal Revenue Code (Code) to implement changes under the American Rescue Plan Act of...more

Cooley LLP

Proposed Regulations Issued Under Internal Revenue Code § 162(m)

Cooley LLP on

Changes effective starting on January 1, 2027 - In the last few days preceding President Donald Trump’s inauguration, the IRS under the Biden administration proposed regulations to implement amendments to Internal Revenue...more

Pillsbury Winthrop Shaw Pittman LLP

IRS Proposes New Rules to Implement the Expanded $1 Million Limit on Deductible Pay for Publicly Held Corporations

New proposed regulations under Section 162(m) of the Internal Revenue Code would further limit deductibility of executive compensation paid by a publicly held corporation....more

Troutman Pepper Locke

IRS Issues Proposed Regulations on the Expanded Definition of "Covered Employee" Under Code Section 162(m)

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On January 16, the Internal Revenue Service (IRS) published proposed regulations ( 90 FR 4691) under Section 162(m) of the Internal Revenue Code. Section 162(m) generally limits the deductibility of compensation paid in any...more

Groom Law Group, Chartered

IRS Issues Proposed Regulations Implementing Changes to Code Section 162(m)

On January 14, 2025, the Internal Revenue Service (“IRS”) and the Department of Treasury issued proposed regulations under Internal Revenue Code (“Code”) section 162(m), which limits the deductibility of certain employee...more

Nutter McClennen & Fish LLP

IRS Issues New Proposed Regulations Under 162(m)

On January 14, 2025, the Internal Revenue Service (the “IRS”) issued new proposed regulations under section 162(m) of the Internal Revenue Code (the “Code”), supplementing regulations already in effect. Under section 162(m),...more

Seyfarth Shaw LLP

How Now, High Five? IRS Issues Proposed Regulations for the Expanded Definition of “Covered Employee” Under Section 162(m) that...

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On January 16, 2025, the IRS issued proposed regulations under Section 162(m) of the Internal Revenue Code of 1986 (the “Code”), which limit the amount of compensation a publicly held corporation may deduct for wages paid to...more

Skadden, Arps, Slate, Meagher & Flom LLP

IRS Announces Proposed 162(m) Regulations Defining the Scope of Expanded Covered Employees

On January 16, 2025, the IRS and the Department of the Treasury published proposed regulations relating to Section 162(m) of the Internal Revenue Code. The proposed regulations provide guidance on, and implement, the...more

Allen Matkins

Several More Companies Propose Move From Delaware To Nevada

Allen Matkins on

As 2024 closed and 2025 began, four additional publicly traded companies proposed reincorporating from Delaware into the "sweet promised land"* of Nevada.  These companies include...more

Patterson Belknap Webb & Tyler LLP

QSBS Rollovers

Most founders are familiar with Section 1202 of the Internal Revenue Code, which provides a tax exemption for the sale of Qualified Small Business Stock (QSBS).  Less well known is Section 1202's cousin, Section 1045, which...more

Cadwalader, Wickersham & Taft LLP

IRS Takes Partnership Entity-Level View on FIRPTA’s Publicly Traded Stock Exception

The IRS has finally taken a view on the exception to FIRPTA (the Foreign Investment in Real Property Tax Act) for publicly traded stock of a United States real property holding corporation (a “USRPHC”) that is held by a...more

Bennett Jones LLP

Canada Proposes New Tax On Share Buybacks

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The federal government's 2022 Fall Economic Statement (Economic Statement), released on November 3, 2022, introduced a new tax on share buybacks by public corporations in Canada. Under the proposal, which would come into...more

McDermott Will & Schulte

Weekly IRS Roundup September 12 – September 16, 2022

Presented below is our summary of significant Internal Revenue Service (IRS) guidance and relevant tax matters for the week of September 12, 2022 – September 16, 2022...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

Proskauer - Tax Talks

Tax Proposals of President-Elect Biden and Other Prominent Democrats

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This blog summarizes some of the tax proposals of President-elect Joe Biden and other prominent Democrats. Biden’s Proposals - Increased Individual Tax Rate - Biden would increase the top marginal income tax rate...more

Levenfeld Pearlstein, LLC

Final Regulations Issued on Deductions for Executives’ Compensation

Executives of public companies looking to their personal and company compensation planning in the New Year face a host of challenges. They and their compensation committees do, however, have the benefit of long-awaited...more

King & Spalding

A New Era For Activist Defense: Going Beyond the Relics of the 80s

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New Market Paradigm and Pandemic Impact Requires New Solutions for U.S. Public Companies - After years of tremendous economic growth, COVID-19 has unleashed unprecedented market volatility and extreme value dislocations for...more

Sheppard Mullin Richter & Hampton LLP

Precautionary and Prudency Measures for Boards Addressing COVID-19 Business Uncertainties

The COVID-19 pandemic has caused unprecedented economic disruptions worldwide. Businesses that were previously flourishing are now seeing rapid declines in demand and revenue, disruptions in their supply chains, and other...more

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