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  • videocam On-Demand
  • signal_cellular_alt Intermediate
  • card_travel Tax Preparer
  • schedule 110 minutes

Cross-Border Acquisitions: Structuring Acquisitions, Section 7874 Inversion Rules, Section 338(g) Elections, GRAs

$197.00

This course is $0 with these passes:

CPE
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Description

Discussion on sections 367(a) and 367(b) pertain to the tax consequences of certain transactions involving the transfer of property by a U.S. person to a foreign corporation.

Discussion on section 338(g) election which allows the buyer to treat a stock purchase as an asset purchase and allows for a basis step-up for assets purchased.

Discussion on section 7874 transaction in which a domestic corporation or partnership converts into, merges with, or becomes a subsidiary of a foreign corporation through a stock exchange. Section 7874 transactions may result in adverse federal income tax implications. The severity of these tax consequences, amongst other factors, generally hinges on the extent of ownership overlap between the domestic entity before the transaction and the foreign corporation holding its stock or assets afterward.

Listen as our panel of international tax experts covers critical tax considerations for effective cross-border acquisitions.

Presented By

Surbhi Bordia
Partner
Armanino, LLP

Ms. Bordia has over 10 years of public accounting experience. She addresses complex tax issues that impact international companies’ operations and puts tax efficient structures in place for her clients. Ms. Bordia’s hands-on experience in international tax, IP migration planning and legal entity rationalizations make her an expert consultant and key team player for clients in mergers and acquisitions. Ms. Bordia’s focus areas include GILTI, BEAT, FDII, anti-hybrid rules, foreign tax credits, subpart F, withholding tax, investments in U.S. property, FX gains and losses, treaty-related issues, outbound transfers and permanent establishment and profit attribution rules.

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Alexis M. Maguina
Attorney
Fenwick & West LLP

Mr. Maguina focuses his practice on a broad range of domestic and international tax matters, such as mergers and acquisitions, corporate restructurings, private equity funds and tax controversies.

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William R. Skinner
Partner
Fenwick & West LLP

Mr. Skinner focuses his practice on U.S. international taxation, with a particular emphasis on tax planning and international corporate transactions. He has broad experience in international tax issues for U.S. corporations, foreign corporations, and high net-worth individuals, and has represented clients across a variety of industries. He teaches international taxation as an adjunct professor in San Jose State University’s MST program, and speaks and writes frequently on international and corporate tax issues.

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Credit Information

  • BARBRI is a NASBA CPE sponsor and this 110-minute webinar is accredited for 2.0 CPE credits.

  • BARBRI is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).

Date + Time

  • event

    Thursday, April 25, 2024

  • schedule

    1:00 p.m. ET./10:00 a.m. PT

  1. Cross-border acquisitions: introduction
  2. Sections 367(a) and 367(b)
    1. Incorporation of a foreign branch
    2. Asset reorganizations
    3. Indirect stock transfers
    4. Transfer of intangible property
    5. Gain recognition agreements
  3. Foreign acquisition/ dispositions:
    1. General reorganization provisions for foreign acquisitions
    2. Taxable acquisitions/ dispositions
    3. Section 338(g) Elections
  4. Inversion rules: Section 7874

The panel will review these and other critical issues:

  • Sections 367(a) and 367(b)
  • Section 7874 inversion rules and practical considerations
  • Structuring a tax-free acquisition of a foreign company
  • How to make a Section 338(g) election and when it is most beneficial
  • Utilizing GRAs (gain recognition agreements) to defer tax

Learning Objectives

After completing this course, you will be able to:

  • Identify common acquisition structure arrangements in cross border context
  • Determine when GRA is considered and understand US exit tax cost on certain outbound transfers
  • Determine when the inversion tax on Section 7874 is assessed
  • Decide when incorporating a foreign branch can aid a tax-free transfer
  • Understand based upon specific facts whether a Section 338(g) election is preferred
  • Field of Study: Taxes
  • Level of Knowledge: Intermediate
  • Advance Preparation: None
  • Teaching Method: Seminar/Lecture
  • Delivery Method: Group-Internet (via computer)
  • Attendance Monitoring Method: Attendance is monitored electronically via a participant's PIN and through a series of attendance verification prompts displayed throughout the program
  • Prerequisite: Three years+ business or public firm experience preparing complex tax forms and schedules, supervising other preparers or accountants. Specific knowledge and understanding of international taxation including residency determination, foreign entity classifications, application of treaty benefits, as well as GILTI, Subpart F, and the related Section 250 deductions.

BARBRI is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of Accountancy have final authority on the acceptance of individual courses for CPE Credits. Complaints regarding registered sponsons may be submitted to NASBA through its website: www.nasbaregistry.org.

IRS Approved Provider

BARBRI is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).

BARBRI CE webinars-powered by Strafford-are backed by our 100% unconditional money-back guarantee: If you are not satisfied with any of our products, simply let us know and get a full refund. Contact us at 1-800-926-7926 .