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Type of deal Valuer Acquirer Target Adviser to acquirer (tax) Adviser to target (tax) M & A Undisclosed IBM, US Bowstreet, US Cravath, Swaine & Moore, Sharon Mendelson, Jeffrey Mande (US) Goodwin Proctor, US M & A $4.8 billion Lottomatica S p A GTECH Holdings Corporation Dewey Ballantine, Gordon Warnke and John Apadula (US) Cravath, Swaine & Moore, Michael Schler, Sean Thompson M & A €218 million ($267.7 million) Grosvenor Group 17% of Sonae Sierra, Portugal Slaughter and May, Graham Earles, Simon Letherman, KPMG (UK) In-house tax M & A Undisclosed Group AXA, France AXA Konzern AG (in connection with a voluntary public acquisition offer) Clifford Chance, Stefan Behrens, Germany M & A £37 million ($66 million) JS&P Holdings Towry Law from Henderson Group Slaughter and May, Paul Fahy (UK) Eversheds, Emma Channon (UK) M & A £143 million ($255 million) Unnamed Spanish investor Deka Immobilien's freehold interest in 100 Wood Street, London Clyde & Co PricewaterhouseCoopers M & A About €6.9 billion ($8.5 billion) Macquarie Infrastructure Group (MIG) and the Eiffage-Macquarie consortium Autoroutes Paris Rhin Rhône (APRR) Clifford Chance, Eric Davoudet, Anne de Dietrich (France) advised Macquarie Infrastructure Group (MIG) and the Eiffage/Macquarie consortium, Bredin Prat advised Eiffage and the Eiffage/Macquarie consortium Willkie Farr & Gallagher and Freshfields Bruckhaus Deringer (France) M & A Undisclosed Symantec Corporation (US) Imlogic (US) Fenwick & West, Ronald Schrotenboer and Adam Halpern In-house tax M & A $518 million Johnson & Johnson Animas Corporation Cravath, Swaine & Moore, William Brannan, Sharon Mendelson Pepper Hamilton Type of deal Value Issuer Lead managers Adviser to Issuer Adviser to lead managers Collateralized loan obligation (CLO) £5 billion ($8.9 billion) Barclays Bank Simmons & Simmons Clifford Chance (UK) Exchangeable bond Issue €572.8 million ($703.1 million) Parapública (Participações Públicas (SGPS)) Citigroup Global Markets and Caixa - Banco de Investimento Morais Leitão Uría Menéndez, Filipe Romão (Portugal) Initial public offering £150 million ($267.5 million) QinetiQ Group Credit Suisse, JPMorgan Cazenove and Merrill Lynch Herbert Smith Freshfields Bruckhaus Deringer, Jonathan Cooklin, Mark Boyle (UK), Claude Stansbury (US)

HMRC has closed down a tax avoidance scheme that had been disclosed to it (HMRC) under the disclosure regime brought in by Finance Act 2004. The scheme would have sought to generate losses artificially by buying and selling the right to dividends on shares.

The American Jobs Creation Act of 2004 added section 7874 to the Internal Revenue Code to combat the perceived abuse of inversions of US corporations into foreign corporations. The statute is overly broad and, as a result, ordinary restructuring transactions involving affiliated corporations may generate significant adverse federal income tax consequences. The temporary regulation just issued fixes much of the overreach problem.

Intra-group service fees are undoubtedly one of the most scrutinized items by the Swedish Tax Agency (STA) during tax audits. The continued scrutiny of intra-group service fees coupled with the STA's often controversial and sometimes erratic positions in its analyses has led to several court cases in this area. Arguably, a review of the aforementioned court cases could dishearten any fervent follower of the transfer pricing guidelines issued by the OECD (OECD Guidelines). Unfortunately for taxpayers and tax practitioners, the Swedish courts have tended to side with the STA. Nevertheless, there may be room for positive reform. A pending court case dealing with intra-group services may give the Swedish Supreme Administrative Court (SAC) an opportunity to set a positive precedent in one of the most recurring transfer pricing issues in Sweden.

The UK government published draft legislation relating to real estate investment trusts (Reits) on December 14. It is anticipated that this regime will be available from January 1 2007. The basic idea is that the Reit will not be subject to UK tax on its property income and gains, but tax on such income and gains will be paid only by the investors in the Reit.

The codification of the economic substance doctrine in the US Senate's tax reconciliation legislation may have significant ramifications for bona fide business transactions that are far removed from the tax shelter transactions that are the intended target of the legislation, according to the American Bar Association's Section of Taxation.

The tax reform plan for 2006 was announced on December 19. The plan includes changes in the area of international taxation as follows:

Brian Cowen, the Minister for Finance, set the scene for the Irish Budget when, at a Thanksgiving lunch to the American Chamber of Commerce Ireland, he reiterated the government's commitment to low direct corporate and income taxes as key drivers of economic prosperity in Ireland. This approach was followed in Budget 2006, which was delivered on December 7 and which was very much a "steady as she goes" budget.

According to domestic regulations, contracts wholly or partially involving the transfer, assignment or licence of technology from a foreign party to a local entity, including the provision of technical, financial or advisory services falling under Argentine technology transfer regulations (for example, technical assistance and transfer of know-how), have always been subject to registration requirements with the local technology transfer authorities (National Institute of Industrial Property or INPI) to allow the deduction of the amounts accrued during a given fiscal year.

Taxpayers should be aware that time may still be on their side if they wish to make similar claims to Marks & Spencer. An analysis of other tax cases from the UK courts shows what is possible, explains Simon Whitehead of Dorsey & Whitney