The Rise and Fall of Post—World War II Corporate Tax Reform

The United States is unique in subjecting corporate income to two layers of tax. In what is called a classical system, corporate income is taxed once at the entity level when earned and a second time at the individual level when distributed to shareholders in the form of a dividend. By contrast, in most other countries, corporate- and shareholder-level taxes are fully or partially integrated through some form of credit or deduction. America\u27s double taxation of corporate income is a much-criticized but persistent feature of its current tax system despite numerous reform proposals over the last half-century or so. Here, Bank discusses why dividend-tax relief was so long in coming, given the initial momentum for reform and determines what led dividend-tax reform to rise to the top of the agenda in 1954

The Rise and Fall of Post—World War II Corporate Tax Reform

The United States is unique in subjecting corporate income to two layers of tax. In what is called a classical system, corporate income is taxed once at the entity level when earned and a second time at the individual level when distributed to shareholders in the form of a dividend. By contrast, in most other countries, corporate- and shareholder-level taxes are fully or partially integrated through some form of credit or deduction. America\u27s double taxation of corporate income is a much-criticized but persistent feature of its current tax system despite numerous reform proposals over the last half-century or so. Here, Bank discusses why dividend-tax relief was so long in coming, given the initial momentum for reform and determines what led dividend-tax reform to rise to the top of the agenda in 1954

The Dividend Divide in Anglo-American Corporate Taxation

Why did the U.S. and U.K. -- two countries with similarly developed economies and corporate cultures -- originally diverge in their approaches to corporate income taxation and why have they continued to vacillate on this issue over time? This Article concludes that it is a result of a divergence in firm dividend policies in the two countries. While firms in both countries maintained liberal dividend policies during the nineteenth century, U.S. firms began to retain more earnings after the turn-of-the-century and this necessitated a change in the method of taxing corporate income. In subsequent years, both countries have undergone major corporate tax reforms during periods of concern about the direction of firm dividend policies in their respective countries. I suggest that this has important implications for predictions about the future of corporate income tax design

Tax, Corporate Governance, and Norms

This paper examines the use of federal tax provisions to effect changes in state law corporate governance. There is a growing academic controversy over these provisions, fueled in part by their popularity among legislators as a method of addressing the recent spate of corporate scandals. In order to better understand and distinguish between the possible uses of tax as a tool of corporate governance, this paper takes a historical approach by focusing on two measures enacted during the New Deal – the undistributed profits tax in 1936 and the overhaul of the tax-free reorganization provisions in 1934 – and considers why the former was so much more controversial and less sustainable than the latter. While some of the difference can be explained by the different political and economic circumstances surrounding each proposal, this paper argues that the divergence in the degree of opposition can be explained in part by an examination of the extent to which each provision threatened an underlying norm, or longstanding standard, of corporate behavior. The paper goes on to test this norms-based explanation against several recent attempts to enact corporate governance-oriented tax provisions and concludes that it has modern relevance. The implication is that while Congress may use the Tax Code to reinforce existing norms of corporate behavior, it is likely to be less successful when it tries to use the Code to change existing norms or introduce new ones

Does Dividend Policy Have a Political Dimension? The British Case

Dividende, Corporate Governance, Großbritannien, Dividend, United Kingdom

Tax, Corporate Governance, and Norms

This Article examines the use of federal tax provisions to effect changes in state law corporate governance. There is a growing academic controversy over these provisions, fueled in part by their popularity among legislators as a method of addressing the recent spate of corporate scandals. As a case study on the use of tax to regulate corporate governance, this paper compares and contrasts two measures enacted during the New Deal-the enactment of the undistributed profits tax in 1936 and the overhaul of the tax-free reorganization provisions in 1934-and considers why the former was so much more controversial and less sustainable than the latter. While some of the difference can be explained by the different political and economic circumstances surrounding each proposal, this Article argues that the divergence in the degree of opposition can be explained in part by an examination of the extent to which each provision threatened an underlying norm, or longstanding standard, of corporate behavior. The Article goes on to test this norms-based explanation against several recent attempts to enact corporate governance-oriented tax provisions and concludes that it has modern relevance. The implication is that while Congress may use the Tax Code to reinforce existing norms of corporate behavior, it is likely to be less successful when it tries to use the Code to change existing norms or introduce new ones