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Message: <blockquote data-quote="Jacob Miller" data-source="post: 76335" data-attributes="member: 5063">As someone who really doesn't know much about tax law at all, this is really interesting and definitely shares a number of parallels with other areas of law. As someone who's really interested in company/ entity law, this discussion shares a lot of parallels with that area. Dheepa has already mentioned a. huge amount of substantive content, so I'm not going to take a deep dive into that side of things. I want to take a little look at some broader discussions surrounding company law which remain highly relevant in this setting, as well as considering how this sort of discussion may arise in the application process. Judgement ProofingI wanted to briefly touch on judgement proofing as I think the problems involved in the transnational tax regime are a prime example of it. Judgement proofing, essentially, boils down to the use of the corporate form and some of the 'loopholes', or consequences, of company and entity law to avoid incurring liability in any given setting. In this particular discussion, we're obviously seeing judgement proofing techniques used to avoid incurring tax liability, but it is also common to structure corporate groups to minimise the impact of tort claims and/ or creditor claims on insolvency. By using the general rules of company law (i.e. that companies are separate legal persons) which are generally accepted in almost every jurisdiction in some form or another, and combining that with the fact that certain jurisdictions come from very different corporate law 'traditions*' which also impacts on things like tax, it is very obvious how the largest corporates can exploit the current system to run in as tax-efficient a manner as possible. It is also clear that Joe Biden's suggestions are a direct fight-back against anti-tax judgement proofing. How does it come into applications?Well, discussions surrounding major overhauls such as those proposed in this instance have a substantial impact on commercial law firms across a wide range of practice areas. Most obviously, tax lawyers in transactional, advisory and contentious roles will be very keen to monitor developments in this regard: <ul> <li data-xf-list-type="ul">Transactional impact: tax and tax efficiency have a huge part to play in any corporate transaction: buyers want to buy businesses which are structured in a tax-efficient way, sellers want the transaction itself to be tax-efficient so they themselves are subject to the minimum possible taxes on profits from the sale. As such, any 'attack' on the ability to restructure to minimise taxability will likely impact heavily on how deals are conducted and structured.</li> <li data-xf-list-type="ul">Advisory impact: as with any regulatory overhaul, clients anxious to ensure compliance - or to find legal work-arounds - will generate a substantial amount of advisory work for firms.</li> <li data-xf-list-type="ul">Litigious impact: another frequent side-effect of most major regulatory changes is the slew of complex litigation which follows it as corporates, tax authorities and the courts decide on more specific elements of how the new regime is to be applied in practice. This, in turn, could generate work for litigious teams - especially firms who have well-established and respected investigations/ corporate crime teams. </li> </ul>On the point of corporate law traditions, the first couple of pages of <a href="https://europa.eu/epso/doc/en_lawyling.pdf" target="_blank">this article</a> explains the two conflicting traditions well.</blockquote>

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