해외 Spin-off 조직변경에 대한 의제배당 과세 : AT&T 사례를 바탕으로

Recently, there was a controversy regarding AT&T’s spin-off that different financial institutions calculated dividend income tax differently. The spin-off was recognized as a reorganization in the U.S. and investors were not subject to dividend income tax. However, according to the interpretation of the Ministry of Economy and Finance in Korea, although the spin-off is recognized as a reorganization, this reorganization can not be considered a qualified divisive, which allows the tax to differ. Therefore, the amount of dividend income tax was calculated based on the market value of the AT&T subsidiary shares distributed. As a result, AT&T’s shareholders incurred the same amount of tax as ordinary dividends, although the spin-off is recognized as a reorganization. This paper examines the issue of income taxation of reorganizations of foreign companies that are not defined under domestic law through the recent controversial taxation of agenda dividends on AT&T spin-offs. This paper explores two issues regarding the AT&T spin-off case. First, This study explains the inconsistency that the judgment for the division was determined based on economic substance; however, this division can not be considered a qualified divisive, which allows the tax to differ based on tax legislation. Second, in the case of an unqualified division, the dividend income tax is calculated after the amount spent for acquiring the original stock deduction based on economic substance. However, the dividend income tax for Korean investors was calculated based on the market value of the subsidiary stock they received without any consideration of acquiring the amount of original stock, representing the limitation of Korean tax legislation. This study is both academically and practically relevant as the recent increase in investor interest in shareholder return policies has increased taxation issues arising from different tax regimes.