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For Immediate Release
April 1, 2004
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Contact: Tara Bradshaw
(202) 622-2014 |
TREASURY AND IRS ISSUE GUIDANCE ON
INTERCOMPANY FINANCING THROUGH PARTNERSHIPS
The Treasury Department and the Internal Revenue Service today issued guidance
on certain kinds of abusive tax avoidance transactions in which corporations
use partnerships to obtain inappropriate deductions for interest payments to
related entities. These transactions are now “listed transactions.” Participants
in these transactions must disclose them to the IRS. In addition, promoters
of listed transactions must keep lists of investors and, in certain cases,
register those transactions with the IRS.
“This is another step in our ongoing efforts to prevent taxpayers, both
individual and corporate, from engaging in abusive tax avoidance transactions,” said
Acting Assistant Secretary for Tax Policy Gregory F. Jenner. “In the
transaction described in the Notice, related corporations provide financing
through a partnership in an attempt to achieve a more favorable tax result
than if they had done the financing directly. Congress did not intend that
partnerships be used to implement tax reduction strategies instead of for legitimate
business purposes.”
The transactions described in Notice 2004-31 are structured to avoid rules
limiting the deduction of interest on certain debt issued to related persons
that are exempt from tax, such as foreign corporations. In these transactions,
a foreign corporation invests in the preferred stock of a domestic subsidiary
through a partnership. The other partner in the partnership is another domestic
subsidiary of the foreign corporation. The second domestic subsidiary argues
that it is able to deduct most of the foreign corporation’s return on
its investment because the foreign corporation's return is structured as a
guaranteed payment by the partnership.
Notice 2004-31 is
attached.