USA – NEW YORK Trends and Developments Contributed by: Matthew Rappaport, Matthew Foreman, Michelle Kabel and Elysse Anderson, Falcon Rappaport & Berkman LLP
simultaneously achieving asset-acquisition treatment for federal and state income tax purposes. The regulatory framework governing F Reorganisa - tions provides practitioners with a well-defined road - map for structuring these transactions. The imple - mentation steps, while mechanical in nature, demand precision. The formation of a new holding corporation, the contribution of target stock, the QSub election on Form 8869, and, where applicable, the conversion of the target to an LLC must be carefully sequenced and timely executed. Ultimately, the F Reorganisation exemplifies of how careful tax planning can align the economic interests of all parties to a transaction. Its proper execution, however, requires the co-ordinated efforts of expe - rienced tax and corporate counsel to navigate the technical requirements and ensure that the intended tax benefits are fully realised.
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