Introduction to Taxation of
This introduction to the basic principles of United
federal income taxation of corporate acquisitions is part of the Pillsbury
Winthrop Shaw Pittman LLP Tax
Page, a World Wide Web demonstration project.
Comments are welcome
on the design or content of this material. For further information,
please contact Brian Wainwright,
a tax partner in our Palo Alto office.
The information presented is only of a general
intended simply as background material, is current only as of
the latest revision date, October 15, 2007,
omits many details and special rules and cannot be regarded as
legal or tax advice.
Certain Background Tax Principles
- General Utilities
Court Holding Co.
Tax-Free Acquisitions: The Reorganization Provisions
Requirements and Concepts Applicable to
Forms of Reorganization
Each of the following links is followed in brackets by
the total approximate size (bytes) of the transaction diagrams contained
in the linked document.
- Mergers: A Reorganizations
Forward Triangular Mergers: (a)(2)(D)
Reverse Triangular Mergers: (a)(2)(E)
Stock for Stock Exchanges: B and
B Reorganizations [28.4K]
Stock for Asset Exchanges: C and
C Reorganizations [37.5K]
Consequences of Reorganization Treatment
- Target Corporation Shareholders
and Other Interest Holders
International Aspects of Reorganizations
- Asset Purchases
Net Operating Loss Carryovers
- Changes of Ownership under
I.R.C. § 382
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