| Summary: | 碩士 === 東吳大學 === 法律學系 === 108 === In this article, we observe Taiwan’s taxation system for company Merger and Acquisition (M&A) deals and judge the high volume of disputes on taxation of goodwill amortization from the viewing points of protecting taxpayer’s basic rights of taxation, fairness and justice of taxation system, legality of taxation, and the principles of seeking substance in taxation. We comment and analyze on the decisions made by the 1st joint committee of presidential judges of Supreme Administrative Court in December, 2011 that the taxpayers are responsible to take objective proof burden for the authenticity, necessity and rationality of occurred costs of company M&A deals.
Due to various types and high volume of disputes on goodwill taxation, we advocate that if there is a lack of clear legislation to define the taxation rules of goodwill amortization but merely request taxpayers to bear heavy objective burden of proof, it is impossible to eliminate such disputes but discourage business activities in Taiwan’s M&A markets. This article is aiming to collect relevant information from domestic and foreign articles and outline related legislation in USA, Japan, Germany, and Spain to explore how to build up reasonable taxation system and rules on the amortization goodwill being acquired from target companies. Furthermore, we take Taiwanese A Construction Company as an example to simulate its future optimal mode of M&A transactions.
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