M&A is Back!

Published on 24 Mar 2010 | Took place at RACV Club, Melbourne, VIC

M&A activity is back, thanks to the economy. Moreover, it’s more tax topical than ever, thanks to a number of policy, legislative, judicial and administrative developments.

Acquisitions have long laboured under the uncertainty of how the tax basis of assets are to be reset, and more importantly how those bases can be used (for example, whether they can be deducted). Upcoming legislation will change that, and, in so doing, potentially change the value proposition of some acquisitions. But how will the ATO react? This event discussed such acquisition developments and more, including: issues in relation to acquisition and IPO structures, including scrip-for-scrip rollover relief; deciding on funding for acquisitions in light of debt-equity, thin capitalisation and transfer pricing considerations; and the valuation of losses.

Divestments have not been free from tax uncertainties either. Again, the confusing prescription of tax consolidation has been a contributor, with the courts being called upon to interpret contradictory elements and in so doing forge an emerging interpretive approach to tax consolidation as a whole. This event discussed such divestment developments and more, including: a practical approach to tax sharing arrangements; and managing the accounting-tax interface.

In between acquisitions and divestments a number of groups have been involved in rearrangements of their group often with positive tax outcomes. The courts are now having to contend with which of those arrangements cross the line into unacceptable tax planning. This event discussed these judicial developments from two perspectives: tax advisers assisting taxpayers in their rearrangements; and legal counsel resisting the Commissioner in court.