- 7 - by the same law firm during the negotiation and signing of the tax indemnification agreement. The agreement begins by setting forth the premise that prior to the restructuring, petitioner was the common parent of the affiliated group of which Interlake and its subsidiaries were members. The agreement states that, after the restructuring, Interlake succeeded petitioner as the common parent of the affiliated group of which Interlake, petitioner, and their subsidiaries were members. Paragraph 4 of the agreement, entitled “Responsibility for Federal Corporate Income Tax Examination and Proceedings Relating Thereto”, grants Interlake sole responsibility and authority to handle all Federal income tax matters for all tax years or periods of petitioner or of any subsidiary of petitioner ending on or before the restructuring. Paragraph 4 identifies Interlake as the common parent of the affiliated group under section 1.1502-77, Income Tax Regs. Paragraph 5 of the agreement, entitled “Responsibility for Federal Corporate Income Taxes Attributable to Taxable Years or Periods Ending After the Effective Date”, provides that Interlake shall be solely responsible for all corporate income taxes with respect to the businesses carried on by Interlake and its subsidiaries and, subject to paragraph 6(b), be entitled to all refunds attributable thereto. Paragraph 5 goes on to providePage: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
Last modified: May 25, 2011