This study uses corporate takeovers as a setting to examine how tax uncertainty affects managers' real investment decisions. Specifically, I investigate whether uncertainty about target firms' income taxes influences takeover premiums. Drawing on theories from finance, I predict that tax uncertainty leads to increased divergence of opinion among target shareholders about target value, which in turn leads to higher takeover premiums. I also predict a positive direct association between measures of target tax uncertainty and takeover premiums because investments with tax uncertainty provide flexibility in reporting book income that bidding managers value. Consistent with both predictions, I find a positive association between divergence of target shareholder opinion about taxes and takeover premiums as well as a positive association between target tax uncertainty and takeover premiums. The association between tax uncertainty and premiums is more positive when the acquiring firm faces greater capital market pressures. Finally, all positive associations persist in recent years despite newly required financial statement disclosures of tax uncertainty. / text

This study exploits the recently-issued Uncertain Tax Position Statement (Schedule UTP) to examine the effect of mandatory disclosures of tax uncertainty to tax authorities on firms' reporting decisions. Schedule UTP requires firms to disclose federal income tax positions to the Internal Revenue Service that have been classified as 'uncertain' for financial reporting purposes. In showing how Schedule UTP disclosure requirements affect private and public reporting decisions, I provide insights into the usefulness of these disclosures. Using confidential tax return data and public financial statement data, I find that after imposition of Schedule UTP reporting requirements, firms report lower financial reporting reserves for uncertain income tax positions, but do not claim fewer income tax benefits on their federal tax returns. These findings suggest some firms changed their financial reporting for uncertain tax positions to avoid Schedule UTP reporting requirements without changing the underlying positions. The effect is concentrated among firms with greater business complexity, whose business operations facilitate tax planning strategies that are more difficult for the IRS to identify. More broadly, my results imply private disclosures of tax uncertainty can affect the informativeness of public disclosures of tax uncertainty. / text

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The equity holders of a firm typically control investment choices but enjoy limited liability, since the value of equity is the firm’s value in excess of the value of debt and other fixed claims. The asset substitution problem allows equity holders to expropriate value from other claimants by shifting downside risk from failed projects. To do so, equity holders substitute riskier investments for those with less risk. In the context of tax choices, firms pursue uncertain tax projects to reduce their current or future tax payments. Given the negative consequences of tax uncertainty documented by prior studies, understanding why firms pursue more uncertain tax projects is important for both internal and external stakeholders. In this study, I construct a model of the firm that highlights how asset substitution incentives influence the adoption of uncertain tax projects. I confirm the inferences from this model empirically to illustrate when firms are more likely to prefer more uncertain tax projects due to the investment distortion created by asset substitution incentives. Specifically, I find that firms in financial distress, firms with high growth potential, and loss firms adopt more uncertain tax projects than other firms. These results provide relevant insight for debt holders, regulators, and enforcement bodies.

I examine whether and to what extent tax uncertainty affects a firm's dividend payouts. Based on the argument that tax uncertainty impairs the persistence and predictability of after-tax cash flows, I hypothesize and find that firms with greater tax uncertainty exhibit a lower probability of dividend payouts. The effect of tax uncertainty is stronger in the presence of financial constraints and weaker for firms that distribute dividends to alleviate agency conflicts. Furthermore, I find a negative effect of tax uncertainty on dividend levels, which is moderated by the costs of dividend reductions. These results are economically meaningful as a one standard deviation higher tax uncertainty leads to a 9.9 percentage point lower probability and a $23.6 million reduction in dividend payouts. Taken together, my findings document a real effect of tax avoidance and contribute to the understanding of interactions between uncertain tax avoidance and a firm's financial ecosystem. / Series: WU International Taxation Research Paper Series

Politicians and tax practitioners often claim that tax uncertainty negatively affects investment. In many countries, firms can request fee-based Advance Tax Rulings (ATRs) to mitigate tax uncertainty. We analyze theoretically the circumstances under which investors request ATRs, how tax authorities should price them and how they can affect investment. We assume that tax authorities integrate investors' reasoning into their decisions. We find that it is often optimal for tax authorities to charge prohibitively high fees to discourage firms from requesting an ATR. However, we find that revenue-maximizing tax authorities offer ATRs if the ruling enables them either to significantly reduce their tax audit costs or to increase the probability of detecting ambiguous tax issues. Under certain circumstances, ATRs may effectively foster investment and potentially benefit both the tax authorities and taxpayers. Our results provide new explanations for why taxpayers that face high levels of tax uncertainty often do not request ATRs, even when the fee is rather low. Our results also hold when the tax authority maximizes social wealth instead of its revenues. Regulatory changes in ATR requirements might serve as a natural quasi-experiment for an empirical study of our predictions regarding investment decisions. (authors' abstract) / Series: WU International Taxation Research Paper Series

Formulary apportionment is an intensively debated mechanism for allocating tax base within multinational groups. Systems under which the formula is identical in all jurisdictions and systems under which jurisdictions can determine the weights on the formula factors individually can be observed. The latter systems produce uncertainty about the overall tax-liable share of the future group tax base. Counter-intuitively, I identify scenarios under which increased uncertainty leads to higher expected future group income. My results provide helpful insights for firms and policy makers debating the specific design of a formulary apportionment system. (author's abstract) / Series: WU International Taxation Research Paper Series

Le régime fiscal spécial des fusions d’entreprises et opérations assimilées est instauré en Chine en 2009 par une circulaire intitulée la « Circulaire sur le traitement fiscal des restructurations d'entreprises en matière d'impôt sur le revenu des entreprises ». Cette circulaire a introduit en Chine un régime fiscal spécial sur le modèle du droit américain. Les États-Unis sont un pays de Common Law, alors que la Chine est un pays de droit écrit. Le régime fiscal spécial en Chine est une simple transposition des dispositions américaines, et souffre d’un manque de précisions normatives. La mise en application d’un tel régime fiscal spécial en Chine provoque d’une part un problème de fraude et d’évasion fiscales, et d’autre part, un problème d’insécurité juridique pour les contribuables. Le droit français appartient à la même famille juridique que le droit chinois. Ses expériences sont plus faciles à être intégrées dans le droit chinois. Nous nous appuyons sur le régime fiscal spécial mis en place en droit français pour essayer de trouver des pistes de réflexions permettant d’apporter une amélioration de la situation telle qu’elle existe à l’heure actuelle en droit chinois / The specific rules for tax-free reorganizations is introduced in China in 2009 by a notice entitled "Notice of taxation on several issues concerning the enterprise income tax treatment on enterprise reorganization". This notice transplanted the specific rules for tax-free reorganizations of American law to China. The United States is a Common Law country; however, China is a country of statutory law. Lacking interpretation of the legislator and jurisprudenc, this legal transplant can only be incomplete. The introduction of the specific rules in China raises, on the one hand, the problem of tax evasion and avoidance, and on the other hand, the problem of tax uncertainty. French law belongs to the same legal family as Chinese law, that of the statutory law, so the system of these two countries has many similarities. Its experiences are easier to integrate into the Chinese law. We rely on the specific rules for tax-free reorganizations in French law to try to find ways of improving the situation that currently exists under Chinese law