Square D Company and Subsidiaries - Page 78

                                       - 57 -                                         
          Sec. 1.280G-1, A-22(a), Proposed Income Tax Regs., 54 Fed. Reg.             
          19398 (May 5, 1989).  The next Q&A clarifies this rule with                 
          respect to payments made under agreements entered after a change            
          in control.  Q&A-23 of the proposed regulations states:                     
                    Q-23:  May a payment be treated as contingent on a                
               change in ownership or control if the payment is made                  
               under an agreement entered into after the change?                      
                    A-23:  (a)  No.  Payments are not treated as                      
               contingent on a change in ownership or control if they                 
               are made (or to be made) pursuant to an agreement                      
               entered into after the change.  For this purpose, an                   
               agreement that is executed after a change in ownership                 
               or control, pursuant to a legally enforceable agreement                
               that was entered into before the change, will be                       
               considered to have been entered into before the change.                
               * * *  [Sec. 1.280G-1, Q&A-23, Proposed Income Tax                     
               Regs., 54 Fed. Reg. 19399 (May 5, 1989); emphasis                      
               added.]                                                                
                                                                                     
               Both petitioner and respondent have framed the “contingent             
          on control change” issue as turning upon the precise meaning of             
          the phrase “pursuant to” in Q&A-23 of the proposed regulations.31           
          While proposed regulations are not competent authority and “carry           
          no more weight than a position advanced on brief by the                     


               31 We note that the revised proposed and final regulations             
          under sec. 280G (see supra note 28), modified Q&A-23 to provide             
          that where a taxpayer gives up rights under an agreement entered            
          into before a change in control as consideration for rights under           
          a new agreement, entered into after a change in control, the                
          payments under the post-change agreement will be considered                 
          contingent on a change in control to the extent payments under              
          the post-change agreement have the same value as those due under            
          the pre-change agreement.  See sec. 1.280G-1, Q&A-23, Proposed              
          Income Tax Regs., 67 Fed. Reg. 7630 (Feb. 20, 2002); sec. 1.280G-           
          1, Q&A-23, Income Tax Regs.                                                 





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