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기업인수, 합병(M&A) 과세제도에 관한 연구(A study on the taxation for the mergers and acquisition)

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  • 기업인수, 합병(M&A) 과세제도에 관한 연구(A study on the taxation for the mergers and acquisition)
  • 김진수; 이준규
  • 한국조세연구원


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Title 기업인수, 합병(M&A) 과세제도에 관한 연구(A study on the taxation for the mergers and acquisition)
Similar Titles
Material Type Reports
Author(Korean)

김진수; 이준규

Publisher

서울:한국조세연구원

Date 2006-12
Pages 209
Subject Country South Korea(Asia and Pacific)
Language Korean
File Type Link
Subject Economy < Economic Administration
Holding 한국조세연구원

Abstract

As a result of the 1998 tax reform, the provisions for the increased capitalization for merger, liquidation income, and goodwill were amended. In other words, the tax exemption system for merger was introduced in the corporate income tax law by prescribing the merger and division. However, the current law seems incomplete and insufficient to apply to merger. Either the corporate income tax does not have the provisions for overall acquisition, and especially for hostile M&A in spite of the increasing social concern.
Under this background, this report seeks to ways to improve the taxation for merger. First, since the necessary conditions of the tax exemption for merger are far from the economic substances and it is easy to satisfy the conditions of the tax exemption even for mergers with the aim of tax evasion, the conditions of the tax exemption should be amended. Second, the current tax exemption system for merger should be transferred to tax free merger system. Third, the difference between consideration given and net worth received should not be taxed, but should be taxed when the assets are sold. Fourth, the restriction on the deduction of losses carried forward for reverse merger should not apply to incomes after merger which are generated from the business operated by the merging corporation before merger, but not apply to incomes after merger which are generated from the business operated by the merged corporation before merger. Fifth, the tax exemption system must be applied to the triangular merger which includes the corporation that pays the consideration for merger besides the merging corporation and the merged corporation. (The rest omitted)