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Board Members Favor Legislation on Inversions

A significant number of directors also think Congress should tackle broad-based tax reform at the same time.
Matthew HellerOctober 21, 2014
Board Members Favor Legislation on Inversions

While the Obama administration has cracked down on tax inversions, a new survey suggests that a majority of U.S. public company directors support Congressional action, preferably as part of broad-based tax reform.

The study by consulting firm BDO USA questioned 75 directors of companies with revenues ranging from $250 million to $1 billion about a range of financial reporting and corporate governance issues. BDO found that 56% are in favor of addressing inversions through legislation. Of that group, 85% believe any remedy must be part of broad tax reform.

With Congress gridlocked over corporate tax reform, the Treasury Department last month issued rules designed to make inversions less attractive for companies. Treasury Secretary Jacob J. Lew has said the administration would prefer that Congress pass a law both to end tax-based inversions and, more broadly, to rewrite the tax code to make it simpler and less anti-competitive.

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The BDO survey respondents, though, were evenly divided — 40% for, 40% against and 20% unsure — when asked if they were in favor of replacing the corporate and personal income tax with a tax on consumption.

“Such a move would align the U.S. tax system much more closely with other G7 nations, but based on the response from board members, it may be too drastic a departure from the current system to succeed,” said Matt Becker, managing partner of BDO’s national tax office.

On other matters included in the 2014 BDO Board Survey, 59% of directors reported that their board is more involved in cyber security today than 12 months ago, with 71% indicating they are briefed on cyber security at least once a year. Fifty-five percent said they had increased company investments in cyber security over the past year.

As to the disclosure of data breaches internally, 72% of responding board members said their management teams are “completely forthcoming” with the board on any incidents; externally, 65% felt companies should always notify customers, vendors, and regulators of cyber-security breaches, “regardless of any negative publicity.”