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Consolidated Tax Return Regulations 2013

Released on: Mar. 12, 2013

Running Time: 13:00:31

Segments
Overview
Faculty
CLE Credit

Running Time	Segment Title	Faculty
[01:43:31]	Investment Adjustments and Related Issues	Krishna P. Vallabhaneni(invited) ~ Attorney-Advisor (Tax Legislation); Office of Tax Policy, U.S. Department of the Treasury Mark J. Silverman ~ Steptoe & Johnson LLP Joseph M. Pari ~ KPMG LLP Patricia W. Pellervo ~ PwC William S. Dixon ~ Managing Director, Mergers & Acquisitions, Citigroup Global Markets Inc.
[01:32:29]	Affiliation, Reverse Acquisitions and Accounting Issues	Thomas F. Wessel ~ KPMG LLP Gerald B. Fleming ~ Senior Technician Reviewer (Corporate, Branch 2), Internal Revenue Service Kathleen L. Ferrell ~ Davis Polk & Wardwell LLP Martin T. Huck ~ EY
[02:49:21]	Intercompany Transactions	Gordon E. Warnke ~ Linklaters LLP Lawrence M. Axelrod ~ Special Counsel to the Associate Chief Counsel (Corporate), Internal Revenue Service Andrew J. Dubroff ~ EY Bryan P. Collins ~ Deloitte Tax LLP Michael J. Wilder ~ McDermott Will & Emery LLP
[01:33:16]	Acquisition and Separation Issues in Consolidation	Mark J. Silverman ~ Steptoe & Johnson LLP Stephen L. Gordon ~ Cravath, Swaine & Moore LLP Eric Solomon ~ EY Robert H. Wellen ~ Ivins, Phillips & Barker Karen Gilbreath Sowell ~ EY
[01:48:32]	Tax Attributes and Consolidation	Stuart J. Goldring ~ Weil, Gotshal & Manges LLP William D. Alexander ~ Associate Chief Counsel (Corporate), Internal Revenue Service Bernita L. Thigpen ~ KPMG LLP Mark R. Hoffenberg ~ KPMG LLP Richard F. McManus ~ PwC
[01:31:02]	Unified Loss Rules	Michael L. Schler ~ Cravath, Swaine & Moore LLP Marc A. Countryman ~ EY
[01:14:27]	Consolidated Group Joint Ventures, Including One-Party Limited Liability Companies (LLCs)	Robert J. Crnkovich ~ EY Aaron P. Nocjar ~ Steptoe & Johnson LLP

During the past eighteen years, the Department of the Treasury and the Internal Revenue Service have substantially revised the consolidated return regulations. These changes, coupled with legislative developments, judicial decisions, and published and private rulings, have dramatically changed the operating rules of consolidated returns. An understanding of these rules is critical for practitioners and corporate tax counsel who practice in this area. This program explores the policy and mechanics of these rules and regulations. Leading private practitioners in the field and government officials responsible for drafting the regulations will explain the latest developments.

Lecture Topics [Total time 13:00:31]

Segments with an asterisk (*) are available only with the purchase of the entire program.

Investment Adjustments and Related Issues [01:43:31]
Joseph M. Pari, Patricia W. Pellervo, Mark J. Silverman, William S. Dixon, Krishna P. Vallabhaneni
Affiliation, Reverse Acquisitions and Accounting Issues [01:32:29]
Kathleen L. Ferrell, Thomas F. Wessel, Gerald B. Fleming, Martin T. Huck
"Picnic Lunch" Presentation: Current Developments at the Treasury Department* [00:47:53]
Lisa M. Zarlenga
Intercompany Transactions [02:49:21]
Lawrence M. Axelrod, Andrew J. Dubroff, Bryan P. Collins, Gordon E. Warnke, Michael J. Wilder
Acquisition and Separation Issues in Consolidation [01:33:16]
Mark J. Silverman, Eric Solomon, Karen Gilbreath Sowell, Robert H. Wellen, Stephen L. Gordon
Tax Attributes and Consolidation [01:48:32]
William D. Alexander, Stuart J. Goldring, Bernita L. Thigpen, Mark R. Hoffenberg, Richard F. McManus
Unified Loss Rules [01:31:02]
Michael L. Schler, Marc A. Countryman
Consolidated Group Joint Ventures, Including One-Party Limited Liability Companies (LLCs) [01:14:27]
Aaron P. Nocjar, Robert J. Crnkovich

The purchase price of this Web Program includes the following articles from the Course Handbook available online:

The Consolidated Return Investment Basis Adjustment Rules
Mark J. Silverman
The Consolidated Return Investment Basis Adjustment Rules--Study Problems
Mark J. Silverman, Joseph M. Pari, Patricia W. Pellervo, William S. Dixon, Lee A. Kelley
The Consolidated Group: Continuation and Termination Issues
Thomas F. Wessel, Jeffrey G. Davis, Jeffrey Vogel
Intercompany Transaction Regulations: An Overview
Andrew J. Dubroff
The Regulations Governing Intercompany Transactions Within Consolidated Groups
Mark J. Silverman
Intercompany Transaction Problems
Mark J. Silverman
Comparison of the Intercompany Obligation Rules Under Former Treas. Reg. Section 1.1502-13(g) (1995), Former Prop. Treas. Reg. Section 1.1502-13(g) (1998), and Treas. Reg. Section 1.1502-13(g) (2008)
Mark J. Silverman
Current Developments in Tax-Free and Taxable Acquisitions and Separations
Mark J. Silverman
Current Developments in Tax-Free Corporate Reorganizations
Mark J. Silverman
Corporate Divisions Under Section 355
Mark J. Silverman
The Section 355(d) Regulations: Narrowing the Scope of an Overly Broad Statute
Mark J. Silverman
The Fourth Time's a Charm--Temporary Section 355(e) Regulations Provide Helpful Guidance to Taxpayers
Mark J. Silverman
Final Section 355(e) Plan Regulations--The Final Chapter in the Saga
Mark J. Silverman
"Spin-Offs": The Anti-Morris Trust and Intragroup Spin Provisions
Mark J. Silverman
Recent Developments in the Step Transaction Doctrine
Mark J. Silverman
The Pre-Reorganization Continuity of Interest Regulations
Mark J. Silverman
Continuity of Interest and Continuity of Business Enterprise Regulations
Mark J. Silverman
Assessing the Value of the Proposed "No Net Value" Regulations
Mark J. Silverman, Gregory Kidder
Section 338
Mark J. Silverman
Section 338(h)(10)
Mark J. Silverman
Section 382
Mark J. Silverman
The Section 382 Consolidated Return Regulations
Mark J. Silverman
Section 382: Fluctuation in Value
Mark J. Silverman
Consolidated Attribute Reduction Regulations
Linda Z. Swartz
Life After the Final Regulations: Consolidated Section 382 and SRLY
Scott M Sontag
Acquisitions and Restructurings Involving Troubled Companies
Stuart J. Goldring, Bernita L. Thigpen, Mark R. Hoffenberg, Richard F. McManus
The Consolidated Unified Loss Rules
Mark J. Silverman
Consolidated Return Issues for Buyers and Sellers in M&A Transactions
Michael L. Schler
Section 384 of the Internal Revenue Code of 1986
Mark J. Silverman
A New Form of Obscenity? Sorting Through the Federal Circuit's "We Know it When We See it" Ruling in Coltec
Mark J. Silverman, Gregory Kidder
Use of Limited Liability Companies in Corporate Transactions
Mark J. Silverman
Investment Adjustments & Related Issues (PowerPoint Slides)
Mark J. Silverman, Joseph M. Pari, Patricia W. Pellervo, William S. Dixon, Lee A. Kelley
Group Continuation Rules/Continued Filing Requirement (PowerPoint Slides)
Thomas F. Wessel, Jeffrey Vogel
Acquisition and Separation Issues in Consolidation (PowerPoint Slides)
Eric Solomon, Karen Gilbreath Sowell, Mark J. Silverman, Robert H. Wellen, Stephen L. Gordon
Indices to Consolidated Tax Return Regulations 2013, Vols. I, II, III, & IV

Presentation Material

Investment Adjustments & Related Issues
Joseph M. Pari, Patricia W. Pellervo, Mark J. Silverman, William S. Dixon, Krishna P. Vallabhaneni
Investment Adjustments and Related Issues
Joseph M. Pari, Patricia W. Pellervo, Mark J. Silverman, William S. Dixon, Krishna P. Vallabhaneni
Affiliation, Reverse Acquisitions and Accounting Issues
Ferrell-Section 1504
Kathleen L. Ferrell
Huck-Section 1504(a)(3)
Martin T. Huck
Wessel-Reverse Acquisition
Thomas F. Wessel
Intercompany Transactions
Andrew J. Dubroff, Bryan P. Collins, Gordon E. Warnke, Michael J. Wilder
Acquisition and Separation Issues in Consoldiation
Mark J. Silverman, Eric Solomon, Karen Gilbreath Sowell, Robert H. Wellen, Stephen L. Gordon
Tax Attributes and Consolidation
William D. Alexander, Stuart J. Goldring, Bernita L. Thigpen, Mark R. Hoffenberg, Richard F. McManus
Unified Loss Rule
Theresa A. Abell, Michael L. Schler, Marc A. Countryman
Selected Joint Venture Issues
Aaron P. Nocjar, Robert J. Crnkovich

Chairperson(s)

Mark J. Silverman ~ Steptoe & Johnson LLP

Speaker(s)

William D. Alexander ~ Associate Chief Counsel (Corporate), Internal Revenue Service

Lawrence M. Axelrod ~ Special Counsel to the Associate Chief Counsel (Corporate), Internal Revenue Service

Bryan P. Collins ~ Deloitte Tax LLP

Marc A. Countryman ~ EY

Robert J. Crnkovich ~ EY

William S. Dixon ~ Managing Director, Mergers & Acquisitions, Citigroup Global Markets Inc.

Andrew J. Dubroff ~ EY

Kathleen L. Ferrell ~ Davis Polk & Wardwell LLP

Gerald B. Fleming ~ Senior Technician Reviewer (Corporate, Branch 2), Internal Revenue Service

Stuart J. Goldring ~ Weil, Gotshal & Manges LLP

Stephen L. Gordon ~ Cravath, Swaine & Moore LLP

Mark R. Hoffenberg ~ KPMG LLP

Martin T. Huck ~ EY

Richard F. McManus ~ PwC

Aaron P. Nocjar ~ Steptoe & Johnson LLP

Joseph M. Pari ~ KPMG LLP

Patricia W. Pellervo ~ PwC

Michael L. Schler ~ Cravath, Swaine & Moore LLP

Eric Solomon ~ EY

Karen Gilbreath Sowell ~ EY

Bernita L. Thigpen ~ KPMG LLP

Krishna P. Vallabhaneni(invited) ~ Attorney-Advisor (Tax Legislation); Office of Tax Policy, U.S. Department of the Treasury

Gordon E. Warnke ~ Linklaters LLP

Robert H. Wellen ~ Ivins, Phillips & Barker

Thomas F. Wessel ~ KPMG LLP

Michael J. Wilder ~ McDermott Will & Emery LLP

Lisa M. Zarlenga(invited) ~ Tax Legislative Counsel, U.S. Department of the Treasury

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If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued.

Note that some states limit the number of credit hours attorneys may claim for online CLE activities, and state rules vary with regard to whether online CLE activities qualify for participatory or self-study credits. For more information, call Customer Service (800) 260-4PLI (4754) or e-mail info@pli.edu.

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Consolidated Tax Return Regulations 2013	Mark J. Silverman, Steptoe & Johnson LLP

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	On-Demand Segment Description Faculty CLE Credit PLI makes every effort to accredit its recorded programs. PLI MP3s are approved in the following states/territories: AK, CA¹, CO, FL, GA, ID, IL, KS², ME, MO, MT, NC, ND, NH, NJ, NM, NV, NY, OR, PA, TX³, UT, VI, VT, WA, WV, WY. Some exceptions apply. For more information contact PLI. ¹California: This activity qualifies for participatory credit. ²Kansas: There is a 5.0 credit limit per year for this type of viewing. ³Texas: Considered self-study credit. There is a 5 credit limit, including specialty credit. Please note:* The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. *PLI will apply for credit upon request. Running time and CLE credit hours earned are not necessarily the same. Please be aware that many states do not permit credit for luncheon speakers. Special Note: In New York, non-traditional course formats including audio and video cassettes are NOT acceptable for transitional CLE credit for the newly admitted attorney within the first two years after their admission to the Bar. Attorneys other than newly admitted may use non-traditional course format, including audio and video cassettes to fulfill their CLE requirements. IMPORTANT INFORMATION FOR ATTORNEYS SEEKING CLE CREDIT While listening to the program, be alert to listen for the AUTHORIZATION CODE which has been placed somewhere within the program. Write the code down; you will be asked for this information when you request CLE credit. Once you’ve completed the program, please go to www.pli.edu and log in. Once you are logged in, your account will be displayed and the available programs will be listed on the left side under the heading "My Online Library". If you are already logged in, click the link for My Account on the home page to access your Online Library. 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If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued. PLI makes every effort to accredit its On-Demand Web Programs and Segments. Please check the CLE Calculator above for CLE information specific to your state. On-Demand Web Programs and Segments are approved in: Alabama¹, Alaska, California, Colorado, Delaware, Florida, Georgia, Hawaii, Idaho, Illinois , Iowa², Kansas, Kentucky, Louisiana, Maine, Mississippi, Missouri³, Montana, Nebraska, Nevada, New Hampshire⁴, New Jersey, New Mexico⁵, New York⁶, North Carolina⁷, North Dakota, Ohio⁸, Oklahoma⁹, Oregon, Pennsylvania¹⁰, Rhode Island¹¹, South Carolina, Tennessee¹², Texas, Utah, Vermont, Virginia¹³, Washington, West Virginia, Wisconsin¹⁴ and Wyoming. Iowa, Mississippi, Oklahoma, and Wisconsin DO NOT approve Audio Only On-Demand Web Programs. Minnesota approves live webcasts ONLY Please Note: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. PLI programs may qualify for credit based on the requirements outlined in the MCLE Regulations and Ariz. R. Sup. Ct. Rule 45. *PLI will apply for credit upon request. Louisiana and New Hampshire: PLI will apply for credit upon request for audio-only on-demand web programs. ¹Alabama: Approval of all web based programs is limited to a maximum of 6.0 credits. ²Iowa: The approval is for one year from recorded date. Does not approve of Audio-only On-Demand Webcasts. ³Missouri: On-demand web programs are restricted to six hours of self-study credit per year. Self-study may not be used to satisfy the ethics requirements. Self-study can not be used for carryover credit. ⁴New Hamphsire: The approval is for three years from recorded date. ⁵New Mexico: On-Demand web programs are restricted to 4.0 self-study credits per year. ⁶New York: Newly admitted attorneys may not take non-traditional course formats such as on-demand Web Programs or live Webcasts for CLE credit. Newly admitted attorneys not practicing law in the United States, however, may earn 12 transitional credits in non-traditional formats. ⁷North Carolina: A maximum of 4 credits per reporting period may be earned by participating in on-demand web programs. ⁸Ohio: To confirm that the web program has been approved, please refer to the list of Ohio’s Approved Self Study Activities at http://www.sconet.state.oh.us. Online programs are considered self-study. Ohio attorneys have a 6 credit self-study limit per compliance period. The Ohio CLE Board states that attorneys must have a 100% success rate in clicking on timestamps to receive ANY CLE credit for an online program. ⁹Oklahoma: Up to 6 credits may be earned each year through computer-based or technology-based legal education programs. ¹⁰Pennsylvania: PA attorneys may only receive a maximum of four (4) hours of distance learning credit per compliance period. All distance learning programs must be a minimum of 1 full hour. ¹¹Rhode Island: Audio Only On-Demand Web Programs are not approved for credit. On-Demand Web Programs must have an audio and video component. ¹²Tennessee: The approval is for the calendar year in which the live program was presented. ¹³Virginia: All distance learning courses are to be done in an educational setting, free from distractions. ¹⁴Wisconsin: Ethics credit is not allowed. The ethics portion of the program will be approved for general credit. There is a 10 credit limit for on-demand web programs during every 2-year reporting period. Does not approve of Audio-only On-Demand Webcasts. Running time and CLE credit hours are not necessarily the same. Please be aware that many states do not permit credit for luncheon and keynote speakers. If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued. Note that some states limit the number of credit hours attorneys may claim for online CLE activities, and state rules vary with regard to whether online CLE activities qualify for participatory or self-study credits. For more information, call Customer Service (800) 260-4PLI (4754) or e-mail info@pli.edu. 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