Dallas associate Michael Cannon is the author of "The 100 Percent Tax-Exempt Use Property Trap: Funds Beware" [PDF] published in Tax Notes on September 3, 2018.
Article | September 3, 2018
On August 21, 2018, the IRS released Notice 2018-68, which provides initial guidance regarding changes made to Section 162(m) of the Internal Revenue Code ("Section 162(m)") by last year's Tax Cuts and Jobs Act (the "Act").
Client Alert | August 30, 2018
New York partner Eric Sloan was appointed to a two-year term as Vice Chair - Government Relations for the Tax Section of the American Bar Association.
Firm News | August 7, 2018
Nine Gibson Dunn partners were recognized by Who’s Who Legal in their respective fields. In Who’s Who Legal Corporate Tax 2018, three partners were recognized: Sandy Bhogal (London), Hatef Behnia (Los Angeles) and Eric Sloan (New York).
Firm News | August 1, 2018
London partner Sandy Bhogal is the author of "The Impact on MNCs" [PDF] published in Tax Journal on July 13, 2018.
Article | July 13, 2018
Following the widely reported Cabinet meeting at Chequers, the Prime Minister's country residence, on Friday 6 June 2018, the UK Government has now published its "White Paper" setting out its negotiating position with the EU.
Client Alert | July 12, 2018
At its annual USA Excellence Awards, Chambers and Partners named Gibson Dunn the winner in the Corporate Crime & Government Investigations category.
Firm News | May 25, 2018
In our client alert of 8 December 2017 we summarised the political deal relating to the terms of withdrawal of the UK from the EU with a two year transition.
Client Alert | March 12, 2018
In Revenue Procedure 2016-37 (issued in June 2016), the Internal Revenue Service substantially modified its determination letter program for tax-qualified retirement plans, such as pension plans and 401(k) plans.
Client Alert | January 31, 2018
On December 21st, 2017, the French Parliament approved the first Finance Laws of Emmanuel Macron's presidency (the "Finance Act"). The general objective pursued by the French Parliament through this tax reform is to sustain French economy's attractiveness and competitiveness and to attract a significant part of the population's savings into the productive economy and, hence, company stocks.
Client Alert | January 16, 2018
"May you live in interesting times" goes the old Chinese proverb, which is not meant for a friend but for an enemy. Whoever expressed such wish, interesting times have certainly come to pass for the German economy.
Client Alert | January 7, 2018
London partner Nicholas Aleksander is the author of "Taxing International Investors in UK Real Estate" [PDF] originally published in Tax Analysts, Vol 89 No 1, January 2018, and is reproduced by kind permission of Tax Analysts.
Article | January 1, 2018
Houston partner James Chenoweth and Dallas partner David Sinak are the authors of "Houston, We have New Tax Rates – Guiding Oil and Gas Companies Through Tax Reform," [PDF] published by The Texas Lawbook on December 21, 2017.
Article | December 21, 2017
The UK Government and the European Commission have issued a joint report setting out the progress of the phase 1 negotiations for the Brexit divorce terms.
Client Alert | December 8, 2017
On Tuesday, December 5, 2017, the EU announced its long-awaited list of seventeen "non-cooperative" tax jurisdictions (the "Black List") and identified a further 47 jurisdictions with whom discussions about tax reform are ongoing (the "Grey List").
Client Alert | December 7, 2017
Houston partner James Chenoweth and New York partner Eric Sloan are the authors of "What House And Senate Tax Bills Mean For Oil And Gas Cos.," [PDF] published by Law360 on December 7, 2017.
Article | December 7, 2017
Background 1.1 The UK has the largest commercial property market in Europe, attracting over $31bn of investment in the first half of 2017 (even after the Brexit vote).
Client Alert | November 24, 2017
On November 2, 2017, House Republicans released their much-anticipated tax reform proposal, entitled the Tax Cuts and Jobs Act (the "Act"). We provided a summary of the Act here, which noted that there is significant uncertainty as to whether some or all of the provisions in the Act will take effect, and, if they do, in what form.
Client Alert | November 8, 2017
On November 2, 2017, House Republicans released their much anticipated tax reform proposal, entitled the Tax Cuts and Jobs Act (the "Act"). (On November 3, 2017, Chairman Brady released a "Chairman's mark" that removed one international tax provision and made several technical and conforming changes.)
Client Alert | November 3, 2017
I. Introduction The UK Criminal Finances Act 2017 (the CFA) became law on 27 April 2017. On 30 September Part 3 of the CFA, which creates two new corporate criminal offences, will come into force.
Client Alert | September 29, 2017
The Internal Revenue Service (the "IRS") has announced relief from certain time sensitive deadlines for taxpayers affected by Hurricane Harvey (https://www.irs.gov/newsroom/tax-relief-for-victims-of-hurricane-harvey-in-texas).
Client Alert | September 5, 2017
France is great again?Many of you have read positive articles on the new government in France and its freshly elected President, Emmanuel Macron. Is it real?First, one needs to understand the context: a quasi-unknown individual a year ago, Mr.
Client Alert | July 20, 2017
On June 29, 2017, in a widely anticipated ruling, the Supreme Court of California held that a transfer of an interest in a legal entity that results in a change in ownership of real property held by the legal entity for property tax purposes triggers the California documentary transfer tax (the "DTT"). This decision affirms the lower court's view that property tax "change in ownership" principles apply for purposes of the DTT.Facts of the CaseAs discussed in more detail in our prior Client Alert, Ardmore involved a series of transactions involving, over time, the transfer of an apartment building by a trust (Trust) to a wholly owned limited liability company (Ardmore), a transfer by the Trust of its interest in Ardmore to a "trust-owned partnership" (
Client Alert | July 10, 2017
Theresa May's decision to call a snap UK general election has backfired. The Conservatives emerged as the biggest party in yesterday's UK general election but lost their overall majority. Theresa May's authority and leadership have been greatly weakened, perhaps even fatally damaged, by the shock result. The Conservatives won 319 (down from 331) seats in the House of Commons. A governing party needs 326 seats out of 650 seats for a majority. The Labour party gained 29 seats, enjoying their biggest increase in the share of the vote since 1945. A so-called "progressive alliance" between them and such of the minority parties as have indicated a willingness to work in coalition with Labour would not be sufficient to command an outright
Client Alert | June 9, 2017
The UK prime minister Theresa May has called a surprise general election for 8 June 2017. Earlier this week she won a House of Commons vote by 522 to 13 to override the standard five year fixed term between general elections.Theresa May is hoping the early election will convert her current working majority of 17 MPs in the House of Commons into a much bigger majority (with some predictions of a "landslide" victory). The prime minister says this will strengthen her hand in Brexit negotiations and provide the "strong and stable leadership" the country needs.Brexit negotiations will begin in earnest after the elections in France (the first round takes place on 23 April 2017, with the top two candidates facing each other in a second run-off on 7
Client Alert | April 21, 2017
The UK government has today triggered Article 50 – the official legal notification to the EU that the UK is going to leave the bloc. This means that, unless otherwise agreed with the EU member states, the UK will be out of the EU by end March 2019.
Client Alert | March 29, 2017
The German Federal Fiscal Court confirmed in a decision published on January 25, 2017 that payments under a management equity program qualify as tax preferred capital gains and not as employment income, provided,the management participation is purchased and sold at market price andthe participation is subject to a potential risk of loss.Leaver and vesting schemes do not hinder such a qualification as capital gain.Taxation of MEPs – End of Legal Uncertainty?In recent years, the taxation of an executive's participation in a management equity program (MEP) has been a major topic in German tax audits dealing with these programs.
Client Alert | February 2, 2017
The Supreme Court (the UK's highest court) has ruled today that parliament must vote on whether the UK can start the process of leaving the European Union. The Supreme Court held by a majority of eight to three that the UK government cannot trigger Article 50 – the official legal notification to the EU that the UK is going to leave the bloc – without an act of parliament authorising it to do so. The landmark decision upholds a High Court ruling handed down last November. The UK government had argued that royal prerogative powers mean MPs do not need to vote on triggering Article 50. The Supreme Court rejected this. Withdrawal from the EU will fundamentally change the UK's constitutional arrangements because it will cut off the source of EU law: &
Client Alert | January 24, 2017
Over the last eight years, the German economic recovery seemed very robust to any sort of political and financial turbulences occurring in the EU and world-wide.
Client Alert | January 13, 2017
There is widespread speculation regarding what President-elect Donald Trump and a Republican-controlled Congress will choose to prioritize and pursue in 2017 and beyond. With the majority of pollsters and media observers incorrectly forecasting a victory for Hillary Clinton, many are just now beginning to assess how they will operate under, and the potential opportunities presented by, the policies of the Trump administration and the Republican-led Congress. We would like to share with you some of our initial observations about the potential effects that may be forthcoming in the near term. With Republicans claiming the White House and maintaining control of both the House of Representatives and the Senate, we expect a flurry of legislative and administrative activity con
Client Alert | November 15, 2016
On November 3, 2016, the Internal Revenue Service (the "IRS") and the Treasury Department ("Treasury") issued final regulations (the "Final Regulations") providing rules regarding the treatment under section 956 of "United States property" held by controlled foreign corporations ("CFC") through partnerships and expanding the scope of the section 956 anti-avoidance rule. Along with the Final Regulations, the IRS and Treasury also issued proposed section 956 regulations (the "Proposed Regulations") addressing certain determinations regarding related parties. The Final Regulations also contain rules for determining whether a CFC is considered to derive rents and royalties in the active conduct of a trade or busi
Client Alert | November 11, 2016
The UK High Court has ruled today that parliament must vote on whether the UK can start the process of leaving the European Union. This means the UK government cannot trigger Article 50 – the official legal notification to the EU that the UK is going to leave the bloc – without parliamentary approval.
Client Alert | November 3, 2016
On October 27, 2016, the IRS released its cost-of-living adjustments applicable to tax-qualified retirement plans for 2017. For the second consecutive year, many of the key limitations, including the elective deferral and catch-up contribution limits for employees who participate in 401(k), 403(b) and 457 tax-qualified retirement plans, remain unchanged from current levels because increases in the cost-of-living index did not meet statutory thresholds that would trigger their adjustment. This is despite the fact that there will be an increase of almost $9,000 in the Social Security wage base for 2017.The key 2017 limits are as follows: Limitation2017 Limit402(g) Limit on Employee Elective Deferrals (Note: This is relevant for 401(k), 403(b) and 457 plans, and for certain
Client Alert | November 1, 2016
The UK Prime Minister, Theresa May, has announced that Article 50 – the official legal notification to the EU that the UK is going to leave the bloc – will be triggered by end March 2017. This means the UK will be out of the EU by end March 2019. The UK will have two years from the Article 50 notice to negotiate the terms of its relationship with the EU. Theresa May has not given any information on the type of Brexit deal the UK Government will be pursuing. However, the Prime Minister insists that the UK will not "give up control of immigration again". The requirement for restrictions on free movement of people may make it difficult for the UK to remain in the EU single market.
Client Alert | October 3, 2016
As the debate widens and the complexity of the challenges of Brexit emerges, it is becoming increasingly difficult to simplify the issues at the centre of the discussion. Much is being written and The Financial Times this week (w/c 19 September) had some interesting articles.This is what we are hearing: Whilst some academics continue to debate issues of process, the better legal view is that the Government is entitled to serve the Article 50 notice without Parliamentary approval.
Client Alert | September 22, 2016
London partner Jeffrey Trinklein is the author of "The Gift of Worldwide Taxation" [PDF] published on September 13, 2016 by Gulf News.
Article | September 13, 2016
On August 31, 2016, the Internal Revenue Service (the "IRS") and the Department of the Treasury ("Treasury") issued final regulations clarifying the definition of "real property" for real estate investment trust ("REIT") purposes. The final regulations largely follow the proposed regulations issued in May 2014, with limited changes. The IRS and Treasury received numerous written and electronic comments and held a public hearing on the proposed regulations, but declined to incorporate most comments into the final regulations. We have summarized below a general overview of the final regulations and some noteworthy features and observations.
Client Alert | September 9, 2016
On August 4, 2016, the Internal Revenue Service (the "IRS") issued temporary and proposed regulations (the "Temporary Regulations") addressing the mechanics for electing to apply the new partnership audit rules (the "New Rules") before those rules become mandatory for tax years beginning after December 31, 2017. The Temporary Regulations are effective beginning August 5, 2016.Brief Background on the New RulesPartnerships, unlike corporations, are not subject to income tax. Instead, the partners are taxed on their distributive shares of the partnership's income. Under the law currently in effect (the so-called "TEFRA rules"), when the IRS audits a partnership, it adjusts the partners' distributive shares of taxable incom
Client Alert | August 8, 2016
The Lupa decision creates uncertainty in applying the Quemener principle in a Luxembourg situationOn July 6, 2016, the French Supreme Court rendered a surprising decision that limits the right of tax payers to implement a tax-free step up of French real estate assets held through French SCIs (société civile immobilère).
Client Alert | July 25, 2016
On June 29, 2016, the United States Internal Revenue Service released Revenue Procedure 2016-37 (available here) providing additional guidance on when an individually designed tax-qualified retirement plan must be amended for changes in law and when such a plan may request a determination letter from the IRS as to its tax-qualified status. As we previously discussed in this publication, in July 2015 the IRS announced that beginning on January 1, 2017, it would be eliminating the staggered five-year remedial amendment cycle system for individually designed plans. The IRS noted at that time that additional details on the program changes would be forthcoming. Previously, plan sponsors were required to amend their plan each year for required legal updates and then make c
Client Alert | July 5, 2016
This is an update to our client alert published on June 21, 2016 in which we addressed the possible legal consequences of a vote to leave the European Union in the Referendum held in the United Kingdom on June 23, 2016. Now that the outcome of the Referendum is known, we consider in this client alert some of the likely immediate consequences of that vote and its impact on anyone doing business in the UK.What happened on June 23?In a result announced in the early hours of June 24, the UK electorate voted, by a majority of 51.9% to 48.1%, to leave the European Union.
Client Alert | June 28, 2016
You will all be aware that the UK electorate voted yesterday, by a margin of 52% to 48%, to leave the European Union. Following that vote, the UK Prime Minister, David Cameron, has announced today that he will step down in October when a new leader of the Conservative party (and, therefore, Prime Minister) will take office. The referendum does not itself trigger any legal consequences. The actual timing for a UK exit from the EU is uncertain. Whilst Mr. Cameron has indicated that the UK government will not invoke the mechanisms required under the Treaty of Lisbon to trigger negotiations leading to BREXIT until a new administration is in place, the presidents of the EU institutions, in a joint statement issued today, have said that they expect the UK to give eff
Client Alert | June 24, 2016
On June 21, 2016, the Internal Revenue Service ("IRS") issued proposed regulations clarifying or modifying a number of provisions of the final regulations under Internal Revenue Code ("Code") section 409A. The IRS also withdrew one provision from previous proposed regulations regarding the calculation of amounts includible in income under section 409A(a)(1) and replaced it with revised proposed regulations. The proposed regulations do not have any specific focus, but rather address various concerns raised by taxpayers over interpretive issues since the current regulations were finalized in 2007. BackgroundSection 409A was added to the Code in 2004 and addresses the taxation of amounts deferred under nonqualified deferred compensation plans (&
Client Alert | June 24, 2016
For the past few months, it has been impossible for anyone living in the United Kingdom to escape coverage of the Referendum on the UK's continued membership of the European Union. Whilst general coverage has been extensive and unrelenting, there has been considerably less focus on what might happen after a vote to "leave" (i.e.
Client Alert | June 21, 2016
On June 7, 2016, the Internal Revenue Service (the "IRS") and the Treasury Department issued temporary and proposed regulations (the "New 337 Regulations") under section 337 that (i) extend the period during which a real estate investment trust (a "REIT") is subject to U.S.
Client Alert | June 14, 2016
Over the last twelve months, over fifty US publicly traded companies with a market capitalization of over $1 billion have announced plans to spin-off lines of business into independent companies. During that period, companies such as Starwood Hotels, ConAgra Foods, and Citrix Systems have announced spin-offs of one or more businesses.
Client Alert | May 31, 2016
On May 16, 2016, the Equal Employment Opportunity Commission (EEOC) released final regulations applying the requirements of the Americans with Disabilities Act (ADA) and the Genetic Information Nondiscrimination Act (GINA) to employer "wellness" programs. The regulations, which largely mirror proposed regulations issued in 2015, are effective for plan years beginning on or after January 1, 2017. With open enrollment for 2017 only a few months away, employers need to ensure that their wellness programs comply with the new rules and that their employee communications are consistent with these rules.Background and ApplicationA wellness program generally includes any health promotion and disease prevention program offered to employees either as part of a group health
Client Alert | May 31, 2016
On March 28, 2016, in a much-anticipated ruling in the Sun Capital case, the U.S. District Court for the District of Massachusetts held on remand that two private equity funds had formed a "partnership-in-fact" and were engaged in a "trade or business" and, accordingly, were jointly and severally liable for multiemployer pension plan "withdrawal liability" obligations of one of their portfolio companies.
Client Alert | March 31, 2016
Munich partner Hans Martin Schmid is the author of "Further Guidance Welcome - Recent German Taxation: Developments Regarding Management Equity Programs" [PDF] published on March 3, 2016 by Business Law Magazine.
Article | March 3, 2016
2015 has been an extraordinary year for M&A on a global scale. Despite a 3.2% decrease in deal volume, total deal value reached US$4.3tn, an astounding 30.5% increase from last year.
Client Alert | February 24, 2016