Magazine
December 1998 / January 1999

Magazine Archive

Majority vote suggestion opens Europe's can of worms

A call by Germany and France for an end to unanimous voting on tax issues in the EU has led to heated debate over tax sovereignty. Many member states fear that the loss of their veto could lead to harmonization of taxes across Europe.
General Anti-Avoidance rule
Skadden, Arps in largest-ever US deal

US petroleum companies Exxon and Mobil are to merge in a transaction worth $79 billion. Exxon will gain control of the new company. This is the largest merger in US history. The new company will have a market value of $250 billion.
Slaughter and May delivers the goods

Deutsche Post, Europe’s largest postal enterprise is to purchase a 50% interest in Securicor, a UK-owned parcel service. The price of this stake is £223 million. Tony Beare, partner at Slaughter and May in London, handled the tax side for Deutsche Post.
Robinson, Silverman in book deal

US-based bookseller Barnes & Noble is to purchase Ingram Book Group in a deal valued at $600 million. This comprises $200 million in cash and $400 million in stock.
White & Case advises on Finnish equity offering

The Finnish govenment has sold its 21.9% stake in Sonera, the country’s leading telecommunications company in the largest-ever offering by a Finnish issuer. The deal is valued at over $1.4 billion. The offering comprised 160 million shares, including 119 million American depository shares sold to institutional investors outside Finland.
IBC looks to Cameron McKenna

IBC and LLP, two UK business-to-business publishing groups have announced their decision to merge. The all-share deal will create a group worth £315 million ($503 million).
Royal & Sun Alliance consults Linklaters

London law firm Linklaters advised Royal & Sun Alliance Insurance Group over a £1.6 billion ($2.6 billion) multi-currency revolving syndicated loan facility.
AT&T looks to Wachtell, Lipton

US-based communications group AT&T is to acquire Vanguard Cellular, a US mobile phone operator. The deal is worth $1.5 billion in cash, and stocks, and $600 million of debt. The acquisition is due to be completed in the first quarter of 1999.
Ultramar looks to Cravath, Swaine & Moore

Rival US petroleum companies Ultramar and Phillips Petroleum have signed a joint venture agreement in a bid to cut costs and increase productivity. The operating assets of Ultramar and the refining, transportation and marketing of Phillips will be combined into a joint venture company, Diamond 66.
Enron looks to Freshfields

Enron Corporation is to purchase Wessex Water of the UK for £1.34 billion. The purchase is a key step in Enron’s formation of a new global water company.
Davis, Polk in Paper transaction

US forest products firms International Paper Company and Union Camp Corporation are to merge in a stock for stock deal valued at $6.6 billion.
Cleary, Gottlieb advises Deutsche Bank

Deutsche Bank is to acquire Bankers Trust in a transaction valued at approximately $9.7 billion. The move will create the world’s largest financial services company in terms of assets.
Skadden Arps structures property merger

US-based property consultants Lasalle partners is to merge with UK property advisers Jones Lang Wooton to create a new company, Jones Lang Lasalle. The merger aims to create the world’s first property investment bank.
Clifford Chance advises Nomura

Future Rentals, a company formed by Japanese stockbroking firm Nomura Securities, is to acquire UK rental company Thorn in a deal valued at £935 million ($1.5 billion).
Baker & McKenzie handles chemical compound

Swiss chemical companies Ciba and Clariant are to merge in a deal worth £8.8 billion ($14.6 billion). The deal will create the largest speciality chemicals company in the world.
Wachtell, Lipton advises Vulcan

New York law firm Wachtell, Lipton, Rosen & Katz is advising Vulcan Materials, a construction company based in Alabama, on its acquisition of CalMat, a Los Angeles construction company. The deal is valued at $890 million.
Food row may endanger Australia's tax reform.

The inclusion of food in Australia's planned goods and services tax (GST) is ensuring the proposals get a rough ride through the Senate. Dissent may result in the final legislation being more complex than first envisaged.
Shanghai tax refund tempts property owners

The Shanghai Finance Bureau and the Shanghai Local Tax Bureau have created a tax refund programme for residential property buyers in Shanghai.
Ecuador suspends tax to make money

Ecuador's new government has approved measures to suspend income tax for two years and replace it with a 1% tax on banking transactions. The move aims to revive the economy, but there are fears that it may lead to an avoidance of bank services and less investment from foreign companies.
Japan makes new cuts.

Japanese Prime Minister Keizo Obuchi and opposition party leader Ichiro Ozawa have agreed to increase the scale of tax cuts from Y6,000 ($50.5bn) to Y10,000 ($84.2bn). The cuts are aimed at stimulating the flagging economy by encouraging spending.
Energy tax fuels indignation

The German government’s proposals for an ecological tax are proof of the old saying that if you try and please everyone you end up pleasing nobody. Plans to tax the use of energy and channel revenue into statutory non-wage costs have split Germany’s coalition government, and has attracted criticism from unlikely bedfellows Greenpeace and the German Federation for Industry.
Irish budget slashes business taxes

The Irish budget for 1999/2000 has promised tax cuts across the board as the government deals with excess revenue provided by the country’s sustained economic boom. The proposals include a cut in the corporate income tax rate of four percentage points to 28%. There are also benefits for personal taxpayers in the form of changes to income tax bands and increased allowances.
News in Brief

Spain to aid recession-hit companies, UK will be a lower-taxed port in a storm, Malaysian budget promises tax changes, Evasion spreads in Russia as harsher laws are ignored, Brazil’s austerity plan increases tax burden, Cayman Islands will not cooperate on tax crime, Pakistan’s economy rests on tax collectors’ shoulders France’s tax breaks will fight the millennium bug, Tax cuts may lift Peru’s gloom
Mexico fights crisis with tax rises.

Mexico has fared better than some of its Latin-American neighbours in the economic crisis. But the outlook is not good and high tax rates are viewed as a potential safety net
Denmark squares up for holding battle

Competition for holding company business will intensify with the proposal for a new Danish structure. The regime offers multinationals significant benefits and, as Ned Shelton of Sheltons, Copenhagen, explains could win Denmark business from more established jurisdictions
Taxing a Borderless world

The OECD conference on e-commerce laid down basic principles and areas for debate. But, as Christine Sanderson of PricewaterhouseCoopers Global and Electronic Business Group reports, there is work still to be done for states to avoid the need for unilateral action
Exploring options in Germany

Stock options, an increasingly popular means of aligning employee remuneration with company performance, are now becoming more widely available in Germany. Sven Tischendorf, Wessing & Berenberg-Gossler, Frankfurt discusses their tax and other implications
Canada GAAR: Trap set for the unwary.

The Canadian GAAR has yet to show its teeth, but tax advisers and their clients should be under no illusions about its potential bite. Robert Couzin of Ernst & Young, Toronto examines the rule and highlights the principal areas of concern
UK unwraps GAAR proposals.

After months of speculation, the UK government has released a consultative document on a GAAR. In a follow-up to last year’s article on the subject, Peter Nias of McDermott, Will & Emery, London argues that this could lead to excessive power for the courts and the Revenue
Competition: More harm than good.

Mason Gaffney, Professor of Economics, University of California argues that the OECD’s definition of harmful tax competition must be challenged. Instead, he suggests that tax competition is both a natural and beneficial process
Consolidated Press Holdings Cases – Deductibility of Funding Costs of International Business
Draft international tax legislation
Taxation on shareholders of foreign intermediate companies
New German Tax Reform Plans
Minimum alternative tax applies to all companies
Irish incorporated, non-resident companies
Decisions of the highest courts significantly reduce corporate tax burdens
Recovery of VAT in Spain before starting activities
Draft revision of Swiss unilateral tax treaty abuse decree lowers restrictions for active and quoted companies as well as for pension funds
The Netherlands Supreme Court rules on the non-remittance clause in the Netherlands-UK tax treaty

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December 1998 / January 1999

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