Executive LLM Class Excerpt

In this short clip, Professor Ken Heitner (Taxation of Mergers and Acquisitions, spring 2018) discusses the “continuity of interest” requirement relating to tax-free reorganizations. In a tax-free reorganization, the shareholders of the target company must maintain some level of equity in the organization which emerges from the reorganization. However, sources vary on what level of equity is sufficient. Professor Heitner discusses his position relative to others, including that of his mentor, the late Marty Ginsburg. Professor Ginsburg was one of the most prominent tax practitioners of his time.