Organizational resilience, job satisfaction and business performance

PurposeThis paper aims to analyze the effects of organizational resilience on job satisfaction and business performance in companies that have undergone corporate reorganizations.Design/methodology/approachA survey was carried out on a sample of 102 executives and managers from Brazilian companies that underwent corporate reorganization. The structural equation modeling (SEM) technique was used to test the hypotheses.FindingsThe results indicate that organizational resilience influences business performance (in the dimensions of economy-financial, customers and processes/learning) and job satisfaction (in the dimensions of financial and personal benefits). However, the relations between job satisfaction and business performance were partial, indicating that satisfaction can affect performance through other variables.Research limitations/implicationsThe main study implication lies on the empirical immersion regarding the effects of active organizational resilience on multi-faceted business performance, to the detriment of only the financial view and on job satisfaction.Practical implicationsThe distinct effects of resilience on business performance and job satisfaction provide managers with insight into how to allocate resources, in order to benefit the interests of both employer and employee.Originality/valueThis is one of the first studies to provide empirical evidence of the effects of active organizational resilience on multi-dimensional business performance. The results provide new insights into this relationship and may clarify divergent results found in the literature. It also provides evidence of the effects of active organizational resilience on job satisfaction in companies that have undergone corporate reorganizations, events that are supposed to require resilient skills.

International Tax Planning: The Stop-Loss Rules and Corporate Reorganizations—Interpretive Challenges

Tax rules often present interpretive challenges. One such challenge involves the stop-loss rules, which can suspend the recognition of a loss realized on a transfer of shares between affiliated persons. Continuity rules prevent a suspended loss from being released as a result of certain corporate reorganizations. One continuity rule applies to mergers and combinations, while others apply to certain types of windups. The Canada Revenue Agency recently issued a broad interpretation of the former rule, arguing that in this context a "merger or combination" can include a winding up—even if the woundup corporation has multiple shareholders. In this article, the principles of statutory interpretation are applied to the relevant provisions, to determine their true meaning. This analysis indicates that the continuity rule for mergers and combinations does not apply to windups.

BUSINESS PURPOSE AS A TAX AVOIDANCE CONDITION IN CORPORATE REORGANIZATIONS

With the approval of the general norm of tax avoidance in the national tax laws, there are several judgments of the Administrative Council of Tax Appeals – Conselho Administrativo de Recursos Fiscais (CARF), which have used a tax avoidance institute of comparative law to consider specific practices resulting from companies’ mergers, splits or amalgamation as abusive tax planning. It is known as the “business purpose doctrine”, which has been running the Counselours of the CARF to establish limits on the exercise of business activity, but still little discussed by the Brazilian doctrine. In summary, this new approach seeks to prevent that corporate transactions of this kind are carried out with the purpose of building a diverse legal reality of the factual, under the cover of legal formalism. The legality in corporate reorganizations focusing on the business purpose theory has been subject of compliance with three basic requirements: the temporality of business, the interdependence of the parties and the normality of the operation. In spite of the controversies regarding the legitimacy of the institute, it is noted that adopting a business purpose test seems plausible, once the institute is identified with the cause of the legal business.

BUSINESS PURPOSE AS A TAX AVOIDANCE CONDITION IN CORPORATE REORGANIZATIONS

With the approval of the general norm of tax avoidance in the national tax laws, there are several judgments of the Administrative Council of Tax Appeals – Conselho Administrativo de Recursos Fiscais (CARF), which have used a tax avoidance institute of comparative law to consider specific practices resulting from companies’ mergers, splits or amalgamation as abusive tax planning. It is known as the “business purpose doctrine”, which has been running the Counselours of the CARF to establish limits on the exercise of business activity, but still little discussed by the Brazilian doctrine. In summary, this new approach seeks to prevent that corporate transactions of this kind are carried out with the purpose of building a diverse legal reality of the factual, under the cover of legal formalism. The legality in corporate reorganizations focusing on the business purpose theory has been subject of compliance with three basic requirements: the temporality of business, the interdependence of the parties and the normality of the operation. In spite of the controversies regarding the legitimacy of the institute, it is noted that adopting a business purpose test seems plausible, once the institute is identified with the cause of the legal business.

BUSINESS PURPOSE AS A TAX AVOIDANCE CONDITION IN CORPORATE REORGANIZATIONS

With the approval of the general norm of tax avoidance in the national tax laws, there are several judgments of the Administrative Council of Tax Appeals – Conselho Administrativo de Recursos Fiscais (CARF), which have used a tax avoidance institute of comparative law to consider specific practices resulting from companies’ mergers, splits or amalgamation as abusive tax planning. It is known as the “business purpose doctrine”, which has been running the Counselours of the CARF to establish limits on the exercise of business activity, but still little discussed by the Brazilian doctrine. In summary, this new approach seeks to prevent that corporate transactions of this kind are carried out with the purpose of building a diverse legal reality of the factual, under the cover of legal formalism. The legality in corporate reorganizations focusing on the business purpose theory has been subject of compliance with three basic requirements: the temporality of business, the interdependence of the parties and the normality of the operation. In spite of the controversies regarding the legitimacy of the institute, it is noted that adopting a business purpose test seems plausible, once the institute is identified with the cause of the legal business.

The Tax Deregulation Conception in the American Legal Doctrine

The author considers the tax deregulation conception, developed by the American Professor Steven Dean. Key to the mechanism of tax deregulation is the extension of the private autonomy by the reducing tax control and the delegation to private parties of some responsibilities from regulators. Tax deregulation, broadly construed, could encompass any changes in the tax laws that increase taxpayer autonomy. The article examines the relevant tax reform conducted by the American lawmakers and associated with deregulation, namely: check-the-box entity classification; safe harbor leasing); best method rule; divisive tax-free corporate reorganizations and others.

Corporate Reorganization Reform in China: Findings from an Empirical Study in Zhejiang

In 2006, China enacted its first rescue-oriented Enterprise Bankruptcy Law with the aim of establishing its corporate rescue culture. But the corporate reorganization procedure that is at the heart of the new bankruptcy law has not been used frequently. It is appropriate to ask why the use of China’s new corporate rescue law has been so low. Meanwhile, in the existing corporate reorganizations under the 2006 Law, most debtors were excluded from the reorganization process, so that the Chinese new debtor-in-possession model, which seems to be a desirable control format, was largely shelved. Why so? This article explores these two issues through the use of empirical data collected from Zhejiang, a province with a significantly larger number of reorganizations than most other Chinese provinces.

BUSINESS PURPOSE AS A TAX AVOIDANCE CONDITION IN CORPORATE REORGANIZATIONS

With the approval of the general norm of tax avoidance in the national tax laws, there are several judgments of the Administrative Council of Tax Appeals – Conselho Administrativo de Recursos Fiscais (CARF), which have used a tax avoidance institute of comparative law to consider specific practices resulting from companies’ mergers, splits or amalgamation as abusive tax planning. It is known as the “business purpose doctrine”, which has been running the Counselours of the CARF to establish limits on the exercise of business activity, but still little discussed by the Brazilian doctrine. In summary, this new approach seeks to prevent that corporate transactions of this kind are carried out with the purpose of building a diverse legal reality of the factual, under the cover of legal formalism. The legality in corporate reorganizations focusing on the business purpose theory has been subject of compliance with three basic requirements: the temporality of business, the interdependence of the parties and the normality of the operation. In spite of the controversies regarding the legitimacy of the institute, it is noted that adopting a business purpose test seems plausible, once the institute is identified with the cause of the legal business.