For tangential types of internal mixers, each rotor can be independently controlled
with regard to both speed and rotational direction.
In the absence of a legally enforceable contract among the parties at the date of the spin-off, the regulations should provide that other concrete evidence or tangible proof demonstrates that a commitment to act or plan exists to effect a change in control of the controlled or distributing company.
By definition, the unilateral intentions, actions, analyses, or objectives of one party to a transaction to effect a transfer of control after a spin off should rarely if ever meet the threshold of a prohibited "plan." Hence, a unilateral, hostile, or unsolicited bid by an acquiring corporation should not generally be attributed to the distributing or controlled companies to create a finding that a plan exists unless the target company or companies undertake collaborative steps to facilitate the acquisition.
368(a)(2)(H) allowed shareholders to lose control after the distribution by disposing of their stock, it did not address the situation in which the shareholders lose control because Controlled
issues shares of stock to new investors, as in an initial public offering (IPO).
(3) No more than 25 percent of the total equity of which is held, owned or controlled, directly or indirectly, by the financial holding company and its directors, officers, employees and principal shareholders;
A financial holding company may own, control or hold any interest in a private equity fund under this subpart and any interest in a portfolio company that is owned or controlled by a private equity fund in which the financial holding company owns or controls any interest under this subpart for the duration of the fund, up to a maximum of 15 years.
There was also a disparity in treatment depending on whether Distributing or Controlled was acquired.
If either Distributing or Controlled is acquired in a plan that existed at the time of a Sec.
* The acquisition of stock in any successor corporation of the distributing corporation or controlled
corporation by reason of holding stock in such distributing or controlled
An advertisement in a recent issue of New York magazine showed one strategy for landing a rent controlled
apartment: huge finder's fees.
Commenters stated that the regulations should allow both single-product CSAs and unibrena CSAs (i.e., CSAs under which a broad category of a controlled
group's R&D would be covered).
The IRS recently revised its Section 355 Checklist Questionnaire to provide guidelines on the information, representations, and documentation that must be included in a ruling request for the nonrecognition of gain or loss on the distribution of stock or securities in a controlled