TEI - Detroit Chapter

All Day Seminar - International

  • 24 Apr 2018
  • 7:15 AM - 5:00 PM
  • MSU Management Education Center, Troy


  • Employees of speaker firm

Registration is closed

All Day Seminar - International Topics

Continental Breakfast available at 7:15 am

Program begins at 8:00 am

Presented by Baker & McKenzie



7:30 – 8:00 am                    Registration and Continental Breakfast


8:00 – 8:15 am                    Welcome and Introduction


Speaker: [Rob Clary, TEI Detroit Chapter]


8:15 - 9:15 am                Shift to a Modified Territorial System:  Participation Exemption, Related Party and Anti-Hybrid Rules

                                                The session will describe the change from a quasi-worldwide tax regime to the quasi-territorial system with an overview of the new US tax regime for corporations, briefly introducing the concepts of GILTI, BEAT and FDII.  The panel will focus on the new participation exemption/100% dividends received deduction, including the technical requirements for qualification (e.g., holding period).  The session will also discuss the new related party rules in Sections 951 and 958 as well as the adverse treatment of hybrid dividends and consider options and practical consideration for the elimination of hybrid instruments (e.g., Lux CPECs) and the treatment of accrued but unpaid yield.


Speakers: [Tamara Levin, Patrick Cox and Duffy Lorenz]


9: 15 - 10:00 am  Section 965 Transition Tax

This session will take a deep dive into the section 965 transition tax, considering the recent guidance received from Treasury/IRS (Notices 2018-7, 2018-13, and 2018-26 and Rev. Proc. 2018-17).  The one-time transition tax raises significant complexities, such as what happens with trapped taxes in deficit companies, trapped taxes in companies with E&P offset by other deficits, different subsidiary year-ends, determination of cash position, and other issues. The session will also discuss the possible impact of the IRS guidance on prior planning and what possible planning remains to be done.  In addition, we will address the practical tax and non-tax considerations for repatriating earnings (e.g., withholding tax, local law restrictions on distributions, ensuring sufficient distributable reserves, etc.).

Speakers: [
Patrick Cox and Duffy Lorenz]



10:00 – 10:15 am                Break


10:15 – 11:45 pm                Shift to a Modified Territorial System:  GILTI/FDII

The 2017 tax intends to encourage multinationals to repatriate intellectual property and other intangible assets through a tax on global intangible low-taxed income (GILTI), and a deduction for foreign-derived intangible income (FDII).

GILTI seeks to entice global companies to keep income in the U.S., while deterring multinationals from housing income offshore.  This session will provide an overview of the GILTI and FDII provisions and will discuss possible planning opportunities to mitigate GILTI and maximize FDII.  We will also address various of the uncertainties raised by the provisions, including expense allocation (e.g., interest expense, R&D, SG&A) and the treatment of the section 78 gross-up.  We also will discuss the WTO challenges that are likely to arise with respect to the FDII regime.


Speakers: [Matthew Jenner and Susan Keeler]  


11:45 – 12:45 pm                Lunch

12:45 – 1:45 pm                Preparing for the End of Nowhere Income, Further Progress of BEPS/OECD Including Permanent Establishment Attacks and Country-by-Country

Given the recent changes in tax rules and potential further changing tax landscape, many companies are reconsidering their approaches to tax

planning strategies, defenses, and compliance. This interactive panel will engage the audience regarding hot topics and challenges faced by multinational companies today and what they are doing to address the risks and demands of the new and evolving tax environment.


Speakers: [Mounia Benabdallah and Matthew Legg]

1:45 – 2:45 pm       New Limitation on Business Interest Deductibility—Section 163(j) is Dead; Long Live Section 163(j)! 

We will discuss the new section 163(j) limitation on interest deductibility and planning considerations, including how recent Notice 2018-28 treats, among other items, pre-tax reform disqualified interest and the application of section 163(j) to consolidated groups.  While the recent Notice 2018-28 provides some guidance, many uncertainties remain, as evidenced by the IRS’s request for additional comments on various areas.  Finally, the session will address the impact of the new hybrid transaction and entity rules on the deductibility of interest expense.


Speakers:  [Matt Mauney and Adam O’Brien]


2:45 – 3:45 p.m.  The BEAT and Anti-Hybrid Provisions  

This session will highlight the possible planning opportunities to minimize the adverse impact of the BEAT, while also addressing the abundant grey areas and uncertainties presented until Treasury issues guidance.  Among other issues, this session will discuss: The application of the BEAT to US and foreign-parented groups, including the scope of the services cost method exception (can the cost component be carved out from the “plus”?), the treatment of ECI exempt under a treaty, how are embedded royalties treated, how should prior taxable year NOLs be taken into account?, the effect of bilateral APAs, is it time to reconsider your company’s transfer pricing policies?, the application of the exception for “qualified derivative payments.”


Speakers: [John Barlow and Gwen Hulsey]


3:45  – 4:00 pm                   Break

4:00 – 5:00 pm                    Impact of US Tax Reform on Structuring M&A Transactions

This session will discuss important new developments relating to US tax reform to consider in structuring US investments and cross-border M&A transactions, including acquisition financing considerations, issues and risks to address in drafting the tax representations and indemnity provisions of transaction documents and new issues to evaluate during due diligence to inform pricing and post-acquisition integration plans.  The panel will also discuss factors to weigh in choosing the US tax classification of US joint ventures.


Speakers: [Moe Worsley and Lewis Popoff]


5:00 – 6:00 pm                    Cocktail Hour





Note:   All Materials are only distributed electronically prior to the seminar. 

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