This topic relates mainly to cross-border mergers and acquisitions because it is generally, but not always, upon mergers and acquisitions that stapled stock and dividend access shares are implemented, in order to enable the shareholders in the target company to retain after the merger some of the tax benefits which were associated with their prior shareholding.This topic also relates to non-discrimination because most of the tax systems have different tax treatments for foreign shares and domestic shares, both with respect to capital taxation and dividend income taxation.
Acquisition Of Shares In A Foreign Country : Substantive Law And Legal Opinions - Report Of The Subcommittee On Legal Opinions Of The Committee On Banking Law Of The Section Of Business Law Of The International Bar Association And The Committee On Business Organizations Of The Section On Business Law Of The International Bar Association
This new book contains a detailed analysis of the legal requirements in connection with the issuance and transfer of shares in a foreign country. The book discusses issues such as the mechanics of transfer, foreign stock ownership, registration and notification requirements, good faith acquisition of shares, transfer restrictions and lost or stolen shares under the laws of twenty-eight different countries. In addition, the book proposes - for each jurisdiction model - legal opinion language (and appropriate legal opinion backup) which counsel to the purchaser should request in order to protect his client. The book is a valuable tool for anyone who purchases a company or a stake in a company in a foreign country. Reports from the following countries are included: Argentina, Australia, Austria, Belgium, Brazil, Canada, Czechoslovakia, Denmark, Finland, France, Germany, Greece, Ireland, Italy, Japan, Luxembourg, Mexico, Netherlands, Portugal, S. Africa, Spain, Switzerland, UK, Hong Kong, Scotland, U.S.A., Venezuela.
Tax Aspects of the Purchase and Sale of a Private Company's Shares ties together in one informative book the UK's ever-increasing legislation, case law, and extra-statutory material that tax advisers need to be aware of when purchasing and selling shares in private companies. Practical and user-friendly, the book provides the tax planning solutions that are found from a commercial and tax perspective in the UK, but also strikes a happy medium between the buyer's and the seller's expectations. This indispensable guide is essential reading for accountants, lawyers, tax practitioners, directors, shareholders, potential investors, corporate financiers, company secretaries, and all those professionals involved in tax, merger, and acquisition planning in the UK.
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