1. WEBINAR
COLLABORATE WITH PLANTE & MORAN EXPERTS:
TAX STRATEGIES CAN BRING REAL
VALUE TO YOUR ORGANIZATION
TOPICS4THETIMES
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TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
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3. INTRODUCTION
Jerry Jonckheere
National Tax Office
Plante & Moran
Nathan Buchalski Chuck Marchand Michael Merkel Bill Henson
Tax Solutions Group Tax Solutions Group State & Local Tax Group International Tax Services
Plante & Moran Plante & Moran Plante & Moran Plante & Moran

4. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
NEW MARKETS TAX CREDITS
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5. PROGRAM OVERVIEW
• GOAL
– Provide incentive to invest in low-income
communities
• PROGRAM STRUCTURE
– Federal government provides a subsidy to taxpayers
who make qualifying investments
– Form of subsidy = Federal Tax Credit
• Federal Credit = 39% of investments made
• Credit is taken over a 7-year period
• Credit is subject to 100% recapture during the 7-year
compliance period if program rules are not followed
• Credits Provide 5.7% ROI (before any Project ROI)
1

6. PROGRAM OVERVIEW
2

7. BENEFITS TO TAX CREDIT INVESTOR
• INVESTOR RECEIVES TAX CREDIT
– An investor will receive a tax credits equal to 39% of the
qualified investment (allocation) made in a Community
Development Entity (CDE).
– The tax credit is spread over a 7-year period.
– 5% in each of the first 3 years (15%)
– 6% in each of the next 4 years (24%)
– Total equals 39%
– Thus, for an investment of $10 million the total tax
credit over 7 years would be $3.9 million.
– Return on Investment = 5.68% from credits
3

8. PARTICIPANTS
• CDFI FUND - COMMUNITY DEVELOPMENT FINANCIAL
INSTITUTIONS FUND
– Division of U.S. Department of the Treasury
– Jointly administers NMTC program with IRS
– Responsible for:
• Certifying Community Development Entities (or “CDEs”)
• Allocating New Markets Tax Credit awards
• Monitoring CDE Compliance
• INTERNAL REVENUE SERVICE
– IRS is responsible for issuing tax-related regulations
and guidance.
4

9. PARTICIPANTS
• COMMUNITY DEVELOPMENT ENTITY (“CDE”)
– Entity with a primary mission of serving low-income
communities (can be for-profit or not-for-profit)
– CDEs must be certified by the CDFI Fund
– CDEs are awarded NMTCs which they pass through
the tax credit to investors
• A limited amount NMTCs are allocated to CDEs
annually
• The competition for NMTCs is highly competitive
5

10. PARTICIPANTS
• QUALIFIED ACTIVE LOW-INCOME COMMUNITY BUSINESS
(“QALICB”)
– A business that meets the qualification requirements
• TAX CREDIT INVESTOR
– A taxpayer that makes a qualified equity investment
(“QEI”) in a CDE
• ECONOMIC LENDER
– A lender that works with a Tax Credit Investor to
form an Investment Fund. The Tax Credit investor
leverages his/her investment and is allocated all of
the NMTCs.
6

11. WHAT COMMUNITIES QUALIFY AS LOW INCOME?
• CRITERIA USED
– Statutory Criteria – Poverty rate and median income
in defined census tracts
– Contractual Criteria – Higher standards than the
statutory criteria may be included in a CDE’s
“Allocation Agreements” with the CDFI
• DETERMINING CENSUS TRACT ELIGIBILITY
– CDFI Fund website provides eligibility based on the
location’s address
7

12. QUALIFIED ACTIVE LOW-INCOME COMMUNITY BUSINESS
• ELIGIBLE BUSINESSES
– Any trade or business is eligible
• Except “sin” businesses
– Non-profit entities are eligible
– Rental of improved nonresidential real estate is
eligible
• Mixed use is okay if not more than 80% of the revenue is
from residential rental income
• RESIDENCY OF EMPLOYEES
– There is no requirement that the employees be
residents of the low-income community
8

13. EXCLUDED BUSINESSES
• “SIN” BUSINESSES
A qualified business does not include any trade or
business consisting of the “operation” of any:
– Country club
– Massage parlor
– Hot tub facility
– Suntan facility
– Racetrack or other gambling facility
– Any store whose principal business is the sale of alcoholic
beverages for consumption off premises
– Private or commercial golf course (Yes, golf courses…)
9

14. COSTS RELATED TO THE INVESTMENT
• TRANSACTION COSTS
– Transaction complexity depends on
• The size and complexity of the underlying business investment
• Any additional requirements negotiated in the Allocation
Agreement
• Number of outside investors or provider of loans
– Each investor will generally have their own advisors
– Generally, an investment of at least $1 million is
necessary
10

15. RECAPTURE RISKS
• PENALTY FOR RECAPTURE
If there is a recapture event at any time during the 7
years immediately after a QEI is made, then:
– The entire amount of the NMTCs claimed by the investor
must be repaid to the IRS with interest
– The investor will not be able to claim any remaining NMTCs
with respect to that investment
11

16. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
STATE INVESTMENT INCENTIVES
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17. INVESTMENT INCENTIVES
• 37 OF 51 JURISDICTIONS HAVE AT LEAST ONE FORM
OF INVESTMENT CREDIT
– Note that 3 States do not have an income or
franchise tax
• Therefore, only 11 states with an income/franchise tax
do not provide some level of investment incentives
– In general:
• The credits offset income tax liability
– Unique to each state:
• Differing eligibility requirements
• Differing calculations
13

18. INVESTMENT INCENTIVES
• EXAMPLE OF CREDIT FOR CAPITAL ACQUISITIONS
– Michigan
• Widely available to all businesses
• Low rate – equal to business tax rate
• Credit claimed on normally filed tax return
– Arkansas
• Available to all business
• Minimum thresholds apply
• Businesses must apply to claim credit
– Georgia
• Available only to manufacturers and telecommunications
– Recapture when certain requirements not met
14

19. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
DOMESTIC PRODUCTION ACTIVITIES DEDUCTION
(“DPAD”)
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20. DPAD OVERVIEW
• DOMESTIC PRODUCTION ACTIVITIES DEDUCTIONS (DPAD)
– The deduction was started in 2005 as an incentive to
manufacturers and “producers”
– Deduction initially was a deduction equal to 3% of
Qualified Production Activities Income (QPAI)
• 2005-2007 – 3%
• 2008-2009 – 6%
• 2010 forward - 9%
16

21. DPAD - QUALIFICATIONS
• MANUFACTURING & PRODUCING & GROWING &
EXTRACTING (MPGE)
– Selling, leasing, or licensing items that have been
manufactured in the U.S.
– Construction services in the U.S., including building and
renovation of residential and commercial properties
– Engineering and architectural services relating to a U.S.-
based construction project
– Software development in the U.S., including the
development of video games
– Extraction of minerals in the U.S.
– Growing of agricultural products or livestock
17

22. DPAD - CALCULATION
• COMPUTED ON AN ITEM-BY-ITEM BASIS
– Company must review its trade or businesses on an item-by-
item basis to determine which items qualify
• A company that manufactures products and distributes its own and third
party products would only claim a DPAD on its manufacturing operations
and distribution of its products
• A company that partially manufactures its products in the U.S. and
outside of the U.S. must determine the value attached to each location.
• DPAD DEDUCTION CALCULATION
– Qualified production activities gross receipts minus
– Qualified production activities expenses equals
– Qualified Production Activities Income (QPAI)
– QPAI multiplied by the QPA deduction amount of 9% is
tentative deduction
– Reduces effective tax rate on qualifying activities by as much
as 3.15%
18

23. TIER I AUDIT EXAMINATION ISSUE
• IRS “Tier I Issues” are issues that the IRS has identified
as issues that must be reviewed upon audit.
– The IRS has specialists for each “Tier I Issue”.
• Identification as a Tier I Issue increases the need for
proper documentation.
– The IRS does not seem to be specifically targeting taxpayers
with DPAD deductions.
19

24. DOCUMENTATION ISSUES
• DPAD DEDUCTION IS BASED ON PROFITS
– Not based on gross sales
– Based on profits of qualifying activities
– Documentation must:
• Show how qualifying activities were determined
• How expenses are allocated to qualifying and non-qualifying activities
• REGULATIONS REQUIRE SPECIFIC METHODS FOR EXPENSE
ALLOCATIONS
– Simplified methods exist for small taxpayers
• <$5 million in sales
• <$100 million in sales
– Cost accounting detail is generally required to support
allocations
20

25. DOCUMENTATION ISSUES
• Small and mid-sized companies are required to have
the same documentation as larger companies even
though their deduction may be smaller.
– Simplified expense allocations are available for companies
with <$5 million in sales
– Simplified expense allocations are available for companies
with <$100 million in sales
• Cost accounting may not always be available.
• Each taxpayer must review his/her own accounting
systems and particular facts to determine
appropriateness of documentation.
23

26. STATISTICAL SAMPLING METHODS
• Rev. Proc. 2007-35 provides guidance for determining
when statistical sampling may be used for purposes of
the DPAD deduction and establishes acceptable
statistical sampling methods.
• Statistical sampling provides audit protection for
complete item-by-item testing.
• The statistical results are one-sided in favor of the IRS.
– This lowers the deduction for the taxpayer.
24

27. REV. PROC. 2007-35
• STATISTICAL SAMPLING IS CONSIDERED A REASONABLE
METHOD TO:
– Allocate Gross Receipts between DPGR and non-DPGR
– Allocate Cost of Goods Sold between DPGR and non-DPGR
– Allocate deductions between DPGR and non-DPGR
25

28. WHEN TO USE STATISTICAL SAMPLING
• According to Rev. Proc. 2007-35, all facts and
circumstances must be considered, including:
– Time required to analyze large volumes of data
– Cost of analyzing data
– Existence of verifiable information
– Availability of more accurate information
• The sampling method must be conducted under normal
sampling guidelines and done in an unbiased scientific
manner.
• A written sample plan is required prior to the execution
of a sample.
26

29. WRITTEN STATISTICAL SAMPLING PLAN REQUIREMENTS
• Objective of the plan including a description of the value for
estimation and the applicable taxable year
• Population definition and reconciliation of population to the
tax return
• Definition of the sampling frame and the sample unit
• Source of the random numbers, starting points, and method
of selection
• Method to associate random numbers to the frame
• Steps to ensure that the serialization of the frame is
independent of the drawing of random numbers
• Steps for evaluating the sampling unit
• Estimator that was used for appraising the sample
27

30. NON-STATISTICAL METHODS
• Document qualifying and non-qualifying activities
– Analysis of business units
• Create sampling methodology based on activities and
information available from taxpayer
• Extrapolate sample results against entire business
28

31. RECENT AUDIT RESULTS
• IRS audits have eliminated the entire deduction when
documentation has not been provided.
• Example : C corporation with $20m in gross receipts,
$600k qualifying income. Corporation was a
manufacturing company. Deduction was eliminated due
to no documentation.
• Example: S corporation sold over 5,000 items. It
possessed no electronic cost accounting information.
Entire deduction was eliminated upon audit.
21

32. STUDY BENEFITS - CASE STUDY
• Taxpayer manufacturers some of the products it sells
and purchases other products from third parties for
resale.
• A review of taxpayer’s activities determined that 93% of
its taxable income qualified for the DPAD deduction
though only 83% of its gross receipts qualified as
domestic production activities. The review showed that
the taxpayer was more profitable on its manufacturing
activities than its resale activities.
• The review provided the company with documentation
that supported the deduction.
22

33. ADVICE FOR SMALL AND MID-SIZED BUSINESSES
• Audit experience has shown that documentation on an
item-by-item basis is required to sustain a DPAD
deduction.
• Non-statistical sampling has satisfied the first level of
scrutiny in most audit situations.
• Samples can range in size but should be appropriate
based on size of company.
– Small customized samples have been as small as 20 items
– Large samples have been 40 to 50 items
• The IRS has not (yet) questioned non-statistical
sampling if properly documented.
29

34. TAKEAWAY
• DPAD IS STILL RELATIVELY NEW
– Agents do not have a lot of experience (yet).
• AUDITS HAVE OFTEN FOCUSED ON THE FOLLOWING
QUESTIONS:
– Does taxpayer have MPGE qualifying activities?
– Has taxpayer followed documentation requirements?
30

35. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
INTEREST CHARGE –
DOMESTIC INTERNATIONAL SALES CORPORATION
(“IC-DISC” OR “DISC”)
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36. IC-DISC
• DOMESTIC INTERNATIONAL SALES CORPORATION
(“DISC”)
– Provides a significant tax benefit for
• U.S. manufacturing companies that export
• U.S. distribution companies that export U.S.
manufactured goods
• Architectural and engineering firms overseeing non-U.S.
construction projects
– Oldest tax benefit for exporters
• Since 1972
• The “Godfather” of export incentives
32

37. IC-DISC
• DISC – HOW IT WORKS
– DISC is a separate legal entity
– U.S. company pays “commission” to DISC based on
its profits from the sale of qualifying export property
• Commission is deducted at corporate rates (34-35%) or at
the marginal rate of the shareholders of a pass-through
entity
• DISC is a ‘flow through’ entity and does not pay tax on
the commission income
– DISC pays dividend to shareholder
• The dividend is treated as a qualifying dividend under
current law and is taxed at 15%
33

38. IC-DISC
• HOW IS THE COMMISSION CALCULATED?
– 50% of combined taxable income
• Combined taxable income is like earnings before tax. Up
to 50% of the CTI for *qualified receipts* from *export
property* can be paid as a commission
– 4% of gross receipts
• Limited to CTI
– Any other reasonable method
34

39. IC-DISC
• EXAMPLE
– U.S. Co sells $1,000,000 in export property to Canada
• CTI = $50,000
– U.S. Co pays a commission of $40,000 to DISC
• $40,000 = $1,000,000 * 4%
– U.S. Co gets tax benefit of $14,000
• $40,000 deduction * 35% tax rate
– Shareholder pays tax of $6,000
• $40,000 dividend * 15% Qualified Dividend Rate
– Net benefit $8,000 ($14,000 - $6,000)
35

40. IC-DISC
• DISCS ARE (RELATIVELY) EASY TO SET UP AND
MAINTAIN
– Corporation must be set up
– DISC status elected
– Commission agreement should be signed
– Annual computation and tax return
• Form 1120-IC-DISC
36

41. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
RESEARCH & DEVELOPMENT CREDITS
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42. THE “GENERAL” R&D CREDIT
• GENERAL CREDIT FOR INCREASING RESEARCH ACTIVITIES
– QREs – Qualified Research Expenses
• Wages
• Supplies
• Contract Expenses
– Fixed Base Percentage
• 1984-1988
• Start-up method
– Credit is equal to 6.5% of
• Current Year QREs
• Less: fixed base percentage times average gross receipts
from prior 4 years
• Hence, the credit is for increasing your current research
activities over the base period amount
38

43. ALTERNATIVE SIMPLIFIED CREDIT
• ALTERNATIVE SIMPLIFIED CREDIT
– QREs – Qualified Research Expenses
• Wages
• Supplies
• Contract Expenses
– Credit is equal to 4.55% of
• Current year QREs
• Less: based determined from prior 3 years
– Benefit is usually lower than the general credit
39

44. CURRENT STATUS OF CREDIT
– The R&D Credits has not been reenacted by Congress
for periods after 12/31/2009
– The R&D Credit has expired and extended 13 times in
the past
– The R&D Credit has lapsed only 12 months since 1981
– Five Major Modifications since 1981
– Both political parties want the credit passed – the
only question is how and when
• Permanent Extension is too expensive
40

45. CURRENT DEVELOPMENTS
• RESEARCH AND DEVELOPMENT TAX CREDIT (R&D)
– R&D continues to change over time
• Expirations, reenactments, changes to calculations
– Taxpayer – IRS controversies are leading to judicial
involvement in deciding issues
– IRS audit activity continues to increase
• Tier I Issue
• Automatic audits on amended returns
• ‘Nexus’ between qualifying expense and qualifying
activity
41

46. TG MISSOURI
• TG Missouri v. Commissioner, 133 T.C. No 13 (2009)
• TG Missouri was an automotive industry injection-molder
• TG Missouri contracted with third-parties to test and modify the
third-party’s production molds
• TG Missouri did not take depreciation on the molds as they did not
own the molds.
• TG Missouri claimed the production mold costs as a supply
qualifying as a Qualified Research Expense
• The Tax Court agreed that the production mold costs were
qualifying expenses on the sole basis that they were not able to be
depreciated by TG Missouri
• However…
42

47. TG MISSOURI
• Due to concessions by the IRS, the Tax Court did not
address:
– Were the production mold costs used primarily in the
conduct of qualified research?
– Were the production mold costs incurred after commercial
production began?
– Were the production mold costs related to a qualifying
activity?
43

48. APPLICATION OF TG MISSOURI
• This case could increase the R&D Credit for companies
in the following industries:
– Automotive OEM suppliers
– Manufacturers of production tooling and component parts
– Consumer/Industrial product companies
• The case could have limited applicability if:
– IRS appeals (and wins) the Tax Court decision
– IRS does not acquiesce in the case – this would indicate that
the IRS would challenge taxpayers using the case with
dissimilar facts
– Not applied to situations with an identical fact pattern
44

49. UNION CARBIDE V. COMMISSIONER
• Union Carbide v. Commissioner, T.C. Memo. 2009-50
• Chemical manufacturer tested manufacturing process
improvements to improve the plant efficiency.
• Research was undertaken to determine if the process
improvements met the manufacturer’s basic functional and
economic needs.
• Testing was undertaken through a typical production run at the
production facility; and the resulting products produced
(olefins) were sold in the ordinary course of business.
• Raw materials used in these production runs were taken as
qualifying supplies.
45

50. UNION CARBIDE V. COMMISSIONER
• The Tax Court adopted the “primarily” standard
• The test used was whether the raw material expenses
were incurred primarily as a result of:
– Research related to the development of a new or improved
manufacturing process, or
– Producing the product
• Statute does not state expressly that supplies be used
“solely” in qualified research
– “Primarily” is, therefore, a judicial standard
• The Tax Court agreed that the raw materials were
Qualified Research Expenses
46

51. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
STATE & LOCAL
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52. STATE RESEARCH & DEVELOPMENT CREDIT
• GENERAL RULES
– Like federal credits, state credits are designed to
encourage basic research
– Most follow I.R.C. Section 41 to define R&D costs
• CALCULATION
– Two general methods
• Based on increase in research and development
expenditures, or
• Based on a percentage of the federal credit
48

53. RESEARCH & DEVELOPMENT CREDIT
• COMMON VARIANCES FROM FEDERAL RULES BY STATES
– State credit based only on research occurring in
their state
– Definition of Qualified Research Expenditures can be
different
49

54. RESEARCH AND DEVELOPMENT TAX CREDIT
[6]
California Illinois Michigan
Limit on Expenditures In CA only In IL only In MI only
Qualifying expenditures Fed in 2004 Similar to Fed Same as Fed [1] [2]
Multiple Methods Excess over prior 3 year 100% of Current year MI
Calculation of expenses for credit available average expense [3]
Carry forward Unlimited 5 years None
Rate of Credit Varies 6.50% 1.90%
Limit on offset of liability 50% 100% 65% [4] [5]
Do you have to claim the federal credit to be eligible? No No No
[1] California expenditures decoupled with federal definition starting with
changes made by the Energy Tax Incentives Act of 2005 and going forward.
[2] California does not adopt federal provisions that:
Increase the credit for amounts paid to eligible small businesses, universities or federal labs
Allow a credit for amounts paid to a research consortium for energy research
Increase the rates used to compute the alternative incremental credit
[3] Allow for fixed base % calculation or an Alternative credit computation.
If Alternative credit is elected, it is binding until election is revoked with FTB consent.
[4] For 2008 & 2009, CA limits the credit to 50% of a taxpayers liability (unless business income is less than $500,000)
[5] MI 65% limit includes deduction for Compensation Credit and ITC credit.
[6] No longer allowed for tax years beginning on or after July 30, 2009
50

55. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
CANADIAN SCIENTIFIC RESEARCH &
EXPERIMENTAL DEVELOPMENT CREDIT
(SR&ED)
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56. CANADIAN SR&ED CREDIT
• CANADIAN SCIENTIFIC
RESEARCH & EXPERIMENTAL
DEVELOPMENT CREDIT (SR&ED)
– Credit for qualifying SR&ED activities that take place
in Canada
• Plus certain non-Canadian support costs
– Credits is in addition to the deduction of SR&ED
expenses
– SR&ED machinery & equipment can be deducted
– Small companies (taxable income <C$500,000) get a
35% credit
• Larger Companies – 20%
– Most provinces also have their own credits
52

57. TAX STRATEGIES CAN BRING REAL VALUE TO YOUR ORGANIZATION
STATE & LOCAL JOB CREDITS
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58. JOB INCENTIVES
• 41 STATES + D.C. HAVE JOB RELATED INCENTIVES
– Credits are normally applied against
income/franchise taxes
– Credits are generally based on a minimum level of
job creation
– Wage targets may be applied
– Credits may be available (or increased) for
“targeted” employees
– Credits may be based on retention of or growth in
jobs
54

59. JOB INCENTIVES
• OHIO NEW JOBS CREDIT
– Originally applied against OH Franchise Tax, now applied to the
Commercial Activities Tax (“CAT”)
– Taxpayer must apply to the “Tax Credit Authority”
– Project must meet the following criteria:
• Increase payroll and income tax revenue
• Project must be “economically sound” and will benefit “the
people of Ohio”
• The tax credit is a “major factor” in keeping or moving the
project to Ohio
– Calculation:
• Percentage of income tax withholdings
• May not exceed 100% of income tax withheld from new employees
– REFUNDABLE!
– Period – up to 15 years
55

60. STATE & LOCAL CREDITS & INCENTIVES
• PROPERTY TAX INCENTIVE EXAMPLE
– Michigan–industrial property tax abatement
• Taxpayer may receive a partial abatement of real and
personal property taxes
• The abatement can be for periods up to 12 years
• Property must be in a tax incentive district (may be
formed by local authorities)
• IFT application must be completed
• Public hearing(s) must be held and attended for local
approval
• Agreement must be signed with municipality
• Available only to manufacturer with “new” investments
56

61. STATE & LOCAL CREDITS & INCENTIVES
• SALES TAX INCENTIVES
– Manufacturing machinery and equipment
• California: No exemption, subject to tax upon purchase for
use
• Michigan: 100% exempt from tax if used for industrial
processing
• Some states tax manufacturing machinery at a reduced rate
• RENEWABLE ENERGY INCENTIVES
• June 8th webinar from 10:00 to 11:00 EDT
• All 50 States as well as D.C., Puerto Rico and the Virgin
Islands have adopted Renewable Energy Incentives
– Wind Power
– Solar Power
– Other (Fuel Cells, Biomass, Renewable fuels, etc.)
57

62. Q&A
QUESTIONS
&
ANSWERS

63. FOR MORE INFORMATION
Jerry Jonckheere
National Tax Office
616.643.4044
Jerome.Jonckheere@plantemoran.com
Michael Merkel
Nathan Buchalski
State & Local Tax Group
Tax Solutions Group
248.223.3264
734.302.6960
Michael.Merkel@plantemoran.com
Nathan.Buchalski@plantemoran.com
Chuck Marchand Bill Henson
Tax Solutions Group International Tax Services
734.302.6946 248.375.7311
Chuck.Marchand@plantemoran.com Bill Henson@plantemoran.com