September 12, 2014
Allan Sloan raises an important point about winners and losers from corporate inversions, the process through which a U.S. company arranges to be taken over by a foreign company to lower its tax bill. He points out that many shareholders will be hit with a large individual tax bill because as an accounting matter they will have sold their stock and thereby realized a capital gain.
This isn’t a question of shedding tears for these shareholders, who will mostly be in the top tenth or even the top one percent of the income distribution. The point is that this tax scam is not in their interest. While the company may benefit over time from paying lower corporate taxes, this is unlikely to result in a net gain for those current shareholders who have to pay capital gains taxes because of the inversion.
Sloan points out that the big gainers are the financial firms that arrange the deals, who can count on hundreds of millions in fees from a major deal. The corporate insiders (top management) may also stand to gain since they are unlikely to be faced with the problem of having to pay taxes on large amounts of unrealized capital gains.
If the point is to change practices such as corporate inversions, rather than just complain about them, it is important to recognize these distinctions. The financial sector and the corporate insiders are incredibly powerful interest groups. If some number of wealthy shareholders can be brought into a coalition to restrict this sort of tax gaming, it would have a far greater chance of succeeding. (The same story applies to bloated CEO pay, which most immediately is money out of shareholders’ pockets.)
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