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Business Taxation Deskbook: Corporations, Partnerships, Subchapter S, and International

 
Author(s): Samuel C. Thompson, Jr.
Practice Area: Tax
Published: May 2019
ISBN: 9781402431173
PLI Item #: 241254

Business Taxation Deskbook is a guide to a wide range of domestic and international business tax issues under the federal income tax law as it exists under the Internal Revenue Code (the Code) after the enactment of the Tax Cuts and Jobs Act of 2017 (TCAJA). The book also provides a brief introduction to state law issues in business taxation. The topics covered here are highly complex, and this book is designed to provide an introduction to the basic principles and not to be the “last word” on any of the topics.

The book contains both chapters focusing on specific business tax provisions enacted by the TCAJA, and chapters integrating the discussion of provisions enacted by the TCAJA into the examination of the provisions of the Code, addressing the life cycle of the three principal business entities (that is, C corporations, partnerships, and S corporations), and inbound and outbound cross border transactions.

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I am a Professor of Law and Director of Penn State Law Center for the Study of Mergers and Acquisitions.  The Center examines corporate, securities, tax, antitrust, and other legal and economic issues that can arise in mergers and acquisitions (M&A).    

Before joining Penn State, I was a Professor of Law at the UCLA School of Law and director of the UCLA Law Center for the Study of Mergers and Acquisitions. I formerly served as the Dean of the University of Miami School of Law, and I have been (1) a professor and distinguished visiting professor at the University of Virginia School of Law, and (2) the Jacquin D. Bierman Visiting Professor of Taxation at the Yale Law School. I started my teaching career at the Northwestern University School of Law. 

My teaching and scholarly interests focus principally on all areas of M&A as well as corporate tax, international tax, and general issues affecting the economy. I am the author of numerous books and articles, including the following books, among others:  

(1) Mergers Acquisitions and Tender Offers, a four volume treatise published by the Practicing Law Institute in 2010 and updated every six months;

(2) Business Planning for Mergers and Acquisitions, a law school casebook, which is in its third edition, published by Carolina Academic Press; 

(3) Citizen’s Guide to U.S. Economic Growth and the Obama-Romney Economic Debate, which I self-published with iUniverse in2012; and

(4) A Practitioner's Guide to the Economics of the Antitrust Merger Guidelines, published by the ABA-ALI in 1997. 

Throughout my career I have held a number of legal positions in private practice, government, and consulting, including the following:

  • Partner-in-Charge of the Tax Department of Schiff Hardin LLP in Chicago;
  • Tax Policy Advisor, on behalf of the U.S. Treasury Tax Assistance Office, to the South African Ministry of Finance in Pretoria, South Africa;
  • Attorney-Fellow in the Securities and Exchange Commission’s Merger and Acquisitions Office;
  • Consultant on merger and acquisition issues to the Federal Trade Commission;
  • Professor in residence at the European Commission’s Antitrust Merger Taskforce in Brussels; and
  • Consultant, on behalf of the International Monetary Fund, to several Caribbean countries regarding the potential harmonization of their Takeover Laws. 

On several occasions, I have testified about tax policy before the U.S. House of Representatives.

I have my (1)J.D. from the University of Pennsylvania School of Law; (2) LLM, in Taxation, from the NYU School of Law; (3) MA in Business and Applied Economics jointly from the University of Pennsylvania Graduate School of Economics and the Wharton School; and (4) BS from West Chester University, where I was a member of the varsity football team.  I served as a captain in the USMC during the Viet Nam war.   .