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90-minute live streaming program
  • March 26
  • 1:00 - 2:30 pm EST

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OnDemand Course

The Use of Spin-Offs: Tax Strategies to Dispose of Corporate Assets

March 26

Understand the requirements of a tax-free spin-off and common pitfalls in tax-free spin-off structuring.

A spin-off of assets or stock by a corporation can incur significant corporate and stockholder level tax if not properly structured, and there are numerous and often esoteric requirements for such a spin-off to qualify as a tax-free spin-off for U.S. tax purposes. This topic will help tax advisors and in-house tax practitioners understand the reasons when to pursue a tax-free spin-off, the requirements of a tax-free spin-off and common pitfalls in tax-free spin-off structuring. This material will also discuss areas that are under current IRS study and alternative structures if a tax-free spin-off is not available. Finally, this information will discuss issues specifically impacting technology and life science companies.

Learning Objectives

  • You will be able to describe the fundamental requirements of a tax-free spin-off.
  • You will be able to discuss the tax considerations whether to pursue a tax-free spin-off or an alternative transaction.
  • You will be able to explain when a tax-free spin-off makes sense.
  • You will be able to recognize areas that are under IRS study.

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Why Lorman?

Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Agenda

When Does a Tax-Free Spin-Off Make Sense?
  • Costs Versus Value
  • Operational Restrictions
  • Availability for Technology Companies
Basic Requirements
  • Statutory and Regulatory Requirements
  • Ruling Requirements
IRS Study and Rulings
  • Hot Dog Stand Ruling
  • IRS Study of Active Trade or Business Requirement for Entrepreneurial Businesses
  • Recent Revenue Procedures
Alternatives
  • Tracking Stock
  • 336(e) Elections
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Why Lorman?

Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Credits

OnDemand Course

This course was last revised on March 26, 2015.

Call 1-866-352-9540 for further credit information.

This program does NOT qualify, nor meet the National Standard for NASBA accreditation.

Live Webinar Registration

  • AIPB 1.5
     
  • This program is acceptable for 1.5 CPEC(s) towards the CB designation through the American Institute of Professional Bookkeepers (AIPB).
     
  • AL CLE 1.5
     
  • This course or a portion thereof has been approved by the Alabama State Mandatory Continuing Legal Education Commission for a maximum of 1.5 hours credit.
     
  • AR CLE 1.5
     
  • This course has been approved for 1.5 hours of CLE by the Arkansas CLE Board.
     
  • Arizona CLE 1.5
     
  • The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. This activity may qualify for up to 1.5 hours toward your annual CLE requirement for the State Bar of Arizona.
     
  • CA MCLE 1.5
     
  • Lorman Business Center, LLC. is a State Bar of California approved MCLE sponsor and this course qualifies for 1.5 CLE hours of participatory credit.
     
  • CT CLE 1.5
     
  • Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. This course has been approved for CLE credit in jurisdictions aside from CT and therefore it automatically meets the content and delivery requirements in Connecticut. Credit is based on a 60 minute credit hour and shall be awarded as follows: 1.5 CLE credit(s).
     
  • HI CLE 1.5
     
  • This program was approved by the Hawaii State Board of Continuing Legal Education for 1.5 CLE credit hours.
     
  • IL CLE 1.5
     
  • This course was approved for a total of 1.5 hours of MCLE Credit by the Illinois MCLE Board.
     
  • ME CLE 1.5
     
  • This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course shall receive 1.5 hours of CLE credit under M. Bar R. 12.
     
  • NH MCLE 1.5
     
  • NH MCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. Lorman Education Services believes this course meets the requirement of NH Supreme Court Rule 53 and may qualify for CLE credit(s). Program Length: 90 Minutes.
     
  • NJ CLE 1.8
     
  • This program has been approved by the Board on Continuing Legal Education of the Supreme Court of New Jersey for 1.8 hours of total CLE credit.
     
  • PA CLE 1.5
     
  • This Distance Learning program has been approved by the Pennsylvania Continuing Legal Education Board for 1.5 hours of substantive law, practice and procedure CLE credit.
     
  • RI CLE 1.5
     
  • This program has been approved by the Rhode Island Mandatory Continuing Legal Education Commission for 1.5 hours of CLE credit.
     
  • VT CLE 1.5
     
  • This program has been approved by the Mandatory Continuing Legal Education Board of Vermont for 1.5 hours of CLE credit.
     
  • WA CLE 1.5
     
  • This program has been approved by the Washington State Board of Continuing Legal Education for 1.5 hours of Law & Legal Procedure credit.
     
  • WI CLE 1.5
     
  • This program has been approved by the Board of Bar Examiners for 1.5 hours for use toward the Wisconsin Mandatory CLE requirement.
     
  • WV MCLE 1.8
     
  • This program has been approved by the West Virginia State Bar MCLE Commission for 1.8 MCLE hours.
     
  • Enrolled Agents 1.0
     
  • This program qualifies for 1.0 hours of Continuing Education Credit for enrolled agents under Treasury Department Circular #230 Section 10.6(g).
     
  • CPE 1.8 including Taxes 1.8
     
  • Lorman Education Services 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 credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its web site: https://www.nasbaregistry.org/cpas/complaints. For more information regarding administrative policies such as complaint and refund, please contact our offices at 866-352-9539. CPE Credit: Maximum Credit Hours: 1.8 each session (based on a 50 minute credit hour). You must attend at least 50 minutes to obtain credit. Field of Study: Taxes for 1.8 hours. Prerequisite: . Level of Knowledge: Intermediate. Teaching Method: Seminar/Lecture. Advance Preparation: None. Delivery Method: Group Internet Based. Please refer to the information in this brochure for outline, course content and objectives. Upon completion of this course, you will receive a certificate of attendance. Final approval of a course for CPE credit belongs with each state's regulatory board. Please note: In order to receive CPE credit for this course you MUST use the streaming audio option, as well as enable and complete the required progress checks.
     

Who should attend?

This live webinar is designed for accountants, CPAs, CFOs, controllers, finance directors, tax managers, tax preparers, presidents, vice presidents, bookkeepers, enrolled agents and attorneys.

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Why Lorman?

Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Faculty

Myra Sutanto Shen

Myra Sutanto Shen

Wilson Sonsini Goodrich & Rosati

  • Partner, Wilson Sonsini Goodrich & Rosati
  • U.S. federal income tax planning for a variety of corporate transactions, including corporate formations, financings and restructurings, equity offerings, and mergers and acquisitions
  • Select speaking engagements include: “Dealing with Losses: CARES Act Changes, Debt Restructuring and Other Strategies for a Strong Future,” panelist, High Tech Tax Institute, November 10, 2020; “The 2017 Tax Act’s Impact on Emerging Growth Enterprises and Start-Ups,” Practicing Law Institute, on-demand one-hour briefing, April 23, 2019; and "Qualified Small Business Stock Trends in Venture Financings and Mergers and Acquisitions," Practicing Law Institute, on-demand one-hour briefing, August 3, 2017
  • Articles include: co-author, “USA” chapter, Corporate Tax 2020, Eighth Edition, Global Legal Insights, 2020; co-author, “USA” chapter, Corporate Tax 2019, Seventh Edition, Global Legal Insights, 2019; co-author with D. Glazer, "The UK Startup's Guide to Navigating the U.S. Tax Implications of U.S. VC Investment," Notion Capital Insights, December 13, 2017; and "The Other Holding Period: Qualified Small Business Stock and the Magic of Five Years," M&A Tax Report, November 2016
  • Member, International Fiscal Association, American Bar Association
  • J.D. degree, Northwestern University School of Law; B.A. degree in integrated science and biology, Northwestern University
  • Can be contacted at 650-565-3815 or [email protected]
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Why Lorman?

Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

All of your training, right here at Lorman.

Pay once and get a full year of unlimited training in any format, any time!

  • Live Webinars
  • OnDemand Webinars
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  • Course Manuals
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  • Executive Reports
  • White Papers and Articles
  • Sponsored Live Webinars

Additional benefits include:

  • State Specific Credit Tracker
  • Members Only Newsletter
  • All-Access Pass Course Concierge

* For audio recordings you only pay shipping

Questions? Call 877-296-2169 to speak with a real person.

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Product ID: 408259
Published 2015, 2021
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