International Tax IssuesAnswered

What is a Section 338(g) election and when is it used for foreign acquisitions?

MF
michelle_f060subscriber
May 2, 2024 876 views 1 answer
Section 338(g)foreign acquisitionstock purchaseasset purchasestep-upCFC

Our U.S. parent is acquiring a foreign target company by purchasing all of its stock. Our M&A advisor mentioned we should consider a Section 338(g) election to treat the stock purchase as an asset purchase for tax purposes. Why would we want to do this? What are the benefits and risks for acquiring a foreign corporation?

Related Questions

InternationalAnswered

What is IRC 338 and when would a foreign buyer use a Section 338 election when acquiring a U.S. company?

My investment group from South Korea is acquiring 100% of a U.S. C-corporation. Our M&A attorney mentioned making a 'Section 338 election' that would treat the stock purchase as an asset purchase for ...

JK
joonho_kr_ef50·May 29, 2020
6891
InternationalAnswered

How do you calculate GILTI? What are tested income, QBAI, and net DTIR?

I understand GILTI at a high level but I'm struggling with the actual calculation. My CPA mentioned terms like 'tested income,' 'QBAI,' and 'net deemed tangible income return' and I got lost. I own a ...

KE
kevin_eeb8·Jan 22, 2022
1,9231
InternationalAnsweredFeatured

What is the Section 962 election and why would an individual CFC shareholder make it?

I'm a U.S. citizen who owns a CFC through a personal holding structure (not through a U.S. corporation). My CPA says I should consider a 'Section 962 election' to reduce my tax on GILTI and Subpart F ...

G9
gregory_9ed6·Apr 28, 2020
2,1231
InternationalAnswered

What tax planning strategies can I use before renouncing to minimize the exit tax?

I'm a U.S. citizen with a net worth of about $4 million, including my LLC worth roughly $1.5 million. I plan to renounce my citizenship in about 2 years. I know the exit tax is coming, but I want to m...

H1
hans_1520·Oct 2, 2023
1,8761
InternationalAnswered

What is the GILTI high-tax exclusion, and how do I elect it?

My CFC is in a country with a 25% corporate tax rate. My tax advisor mentioned that there's a 'high-tax exclusion' for GILTI that could mean I don't have to include this income. How does it work? Is i...

RD
raj_dca5·Mar 19, 2022
1,6781
InternationalAnswered

What is IRC 881 and when does the 30% withholding tax apply to foreign corporations with U.S. income?

My LLC elected to be taxed as a corporation using Form 8832. I'm the sole owner and I live in Singapore. My tax advisor mentioned IRC 881 and said there could be a 30% withholding tax on certain types...

WS
wei_sg_abeb·Apr 21, 2022
9871
InternationalAnswered

How do foreign partners track outside basis in a U.S. LLC partnership — does LLC debt count?

I'm a foreign partner with a 30% interest in a multi-member U.S. LLC taxed as a partnership. The LLC took out a $500,000 nonrecourse bank loan to buy equipment. My CPA mentioned 'outside basis' affect...

H0
hiroshi_0ae8·May 24, 2026
01
InternationalAnsweredFeatured

What are the key differences between Subpart F income and GILTI?

I'm trying to understand the difference between Subpart F and GILTI. They both seem to tax CFC income currently to U.S. shareholders. If GILTI was supposed to be a catch-all for everything not already...

LF
lisa_f402·May 8, 2024
2,3451
InternationalAnswered

What are the anti-inversion rules under IRC 7874 and how do they affect foreign-owned structures?

I've been reading about corporate inversions — companies moving their tax domicile overseas to reduce U.S. taxes. We are a foreign company considering acquiring a U.S. target, and our advisors warned ...

O1
oliver_1847·Jun 10, 2024
7891
InternationalAnswered

If we elect to treat my nonresident spouse as a resident, do we get the standard deduction automatically?

I am a U.S. resident married to a nonresident spouse in Spain. We are considering the resident-spouse joint-return election because our U.S. income is about $132,000 and my spouse only has around $18,...

RB
rachel_bb5b·Apr 7, 2026
1,7121

Have a similar question?

ForeignLLCTax members get expert answers with IRS citations. One CPA consultation costs $200+. Full access is $9.99/month.

Become a Member — $9.99/mo

Disclaimer: All content on ForeignLLCTax.com is created by a tax professional and is provided for general educational and informational purposes only. It does not constitute tax, legal, or accounting advice, and should not be relied upon as such. Every tax situation is different — for advice specific to your circumstances, please consult a licensed CPA, Enrolled Agent, or tax attorney. By using this website, purchasing a subscription, or accessing any tools or services, you acknowledge that no client-professional relationship is established between you and ForeignLLCTax.com or its operators. This website is not affiliated with the IRS.

Watch the walkthroughs