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The tax reform plan for 2006 includes the following treatments of corporate reorganizations and M&A.

Throughout 2005 Ireland continued to enjoy record levels of growth (4.6% GDP), with low unemployment. The tax system in Ireland remains a vital component of Ireland's economic success story and an important reason why it remains a destination of choice for inward investment into Europe. The corporation tax rate is 12.5% on trading income (one of the lowest in the EU), and there is an accessible and responsive regulatory touch in the tax arena.

According to a decision of the French Constitutional Court on December 29 2005 (which confirms the terms of the High Court decision of June 29 2005), value-added tax (VAT) was included in the motorway tolls paid during the years 1996 to 2000.

On November 23 2005, the federal minister of finance announced income tax measures intended to help equalize the income tax treatment of dividends from corporations and distributions from income funds. Income funds are an increasingly common business structure in Canada for operating businesses involving public entities which are flow-through entities for tax purposes.

Type of deal Value Acquirer Target Adviser to acquirer (tax) Adviser to target (tax) M&A $67 million - $88 million Concur Technologies Outtask Fenwick & West, David Forst, Barton Bassett and Neal Gordon (US) DLA Piper Rudnick Gray Cary (US) M&A €1.5 billion ($1.8 billion) Fresenius Helios Kliniken KPMG, Christian Jänisch, Matthias Hogh, Germany In-house M&A £463 million ($5 billion) Kellen Acquisitions Ltd (an indirect subsidiary of the Terra Firma Partners II fund) East Surrey Holdings KPMG, Anneli Collins, Paul Cooper, UK Clifford Chance M&A £160 million ($279 million) Macquarie Goodman Group Arlington Securities KPMG, Ian Latter, Charles Beer, Gerard Franklin, UK PricewaterhouseCoopers, UK M&A £20.5 million ($35.7 million) Balfour Beatty Charter Builders and Edgar Allen In-house Slaughter and May, Steve Edge, Daphna Ben-Zvi, UK M&A $355 million Polo Ralph Lauren Corporation Polo Jeans Company Paul Weiss, David Sicular (US) Cravath, Swaine & Moore, Andrew Needham, Joseph Teti, and Young Park (US) M&A £2.8 billion ($4.9 billion) Fortune Brands Allied Domecq / Pernod Ricard spirits and wine brands, and the Allied Domecq distribution businesses in the UK, Spain and Germany Herbert Smith, Bradley Phillips and David Mogford (UK), Jean-Luc Calisti and Jerome Le Berre, (France) Macfarlanes, Ashley Greenbank, Ernst & Young acted for Pernod Ricard on tax. Linklaters acted for Allied Domecq M&A $7.4 billion Walt Disney Pixar Animation Studios Skadden, Arps, Slate, Meagher & Flom and Dewey Ballantine, Gordon Warnke, Joseph Pari In-house legal team led by general counsel Lois Scali, Wilson Sonsini Goodrich & Rosati, Ivan Humphreys, and Eileen Marshall (US) M&A $22.5 billion bid Mittal Steel Company Arcelor Garrigues, Ignacio Calvet, (Spain) Cleary Gottlieb, Pierre-Yves Chabert, (France) Skadden, Arps, Slate, Meagher & Flom M&A $537.5 million Lagardère Time Warner Book Group Cravath, Swaine & Moore, Stephen Gordon, Lauren Angellili, Darren Hei M&A £29.8m ($51.9 million) Stanley Leisure MLG Investments and Triangle Casino from RJ Bown Ashurst, Alex Cox Skadden Arps Slate Meagher & Flom, Tim Sanders, Charlotte Fallon M&A £21.5m ($37.5 million) Java Acquisitions Whittard of Chelsea Eversheds, UK Lawrence Graham, Elizabeth Ashby, UK M&A Undisclosed Groupe Proclif Clinique Lambert and Clinique La Montagne Clifford Chance, Alexandre Lagarrigue and Maxence Manzo (France) Baker & McKenzie, France Type of deal Value Issuer Lead managers Adviser to Issuer Adviser to lead managers Bond issue Two tranches of $800 million bonds Fortune Brands ABN Amro, Citigroup and JP Morgan Herbert Smith, David Mogford, (UK), and Chadbourne & Parke, (US). Davis Polk & Wardwell Debt issuance programme €6 billion ($7.2 billion) Federal State of Saxony-Anhalt Deutsche Bank In-house Allen & Overy Securitization €50 million ($59.7 million) ABN AMRO Uria Menendez, Filipe Romão (Portugal) Rights issue €2.9 billion ($3.5 billion) Eerste Bank Goldman Sachs International and JP Morgan acted as global coordinators and joint bookrunners Allen & Overy, Stephen Fiamma (UK), Dave Lewis (US)

The European Commission has launched an investigation as to whether Luxembourg's 1929 legislation, which exempts holding and financial companies from corporate tax, breaches EU state aid rules.

Another principal of LECG, an economics consultancy, in London has left for Baker & McKenzie in the same city. Martin Zetter becomes a senior consultant in the transfer pricing group.

Caitriona McGonagle has been promoted to the partnership at Matheson Ormsby Prentice, an Irish law firm. She is based in New York, where she focuses on M&A, reorganizations and the structuring of domestic and international corporate acquisitions.

In Notice 2005-90, the Internal Revenue Service (IRS) addressed fears that new section 901(l)(1)(B) of the Internal Revenue Code (IRC) could prevent taxpayers from claiming foreign tax credits for foreign withholding taxes incurred on income derived through standard back-to-back computer program licensing arrangements in which the recipient of an item of income is required to make related payments with respect to positions in substantially similar or related property.