NEW YORK STATE TAX REFORM - 2014/2015 May 8, 2014 Grant Thornton LLP. All rights reserved.
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NEW YORK STATE
TAX REFORM
2014/2015
May 8, 2014
© Grant Thornton LLP. All rights reserved.
TODAY'S
PRESENTER
Matthew DiDonato
Partner, SALT
T: 212.542.9960
E: matthew.didonato@us.gt.com
© Grant Thornton LLP. All rights reserved.
NYS TAX REFORM
COMBINED REPORTING
Prior Law New Legislation
Article 9-A Requirements to be combined:
• Ownership Standard – 80% • Unitary Business Test
• Substantial Intercorporate Transactions • >50% Ownership Test
Article 32 NY Combined group must include:
• 65% or 80% or more ownership or • Domestic Corporations
control and substantial intercorporate • Alien corporations deemed domestic
transactions/distortion corporations under IRC
• Mandatory combination for 80% or • Alien corporations with effectively
more ownership of New York connected income
taxpayers (no distortion test)
Commonly-Owned Group Election
© Grant Thornton LLP. All rights reserved.
COMBINED REPORTING COMMONLY-OWNED GROUP ELECTION Commonly Owned Group Election – May elect to treat all commonly owned corporations as part of one unitary business group (all net income would be subject to formula apportionment, regardless of whether that income is from a corporation or activities not part of the unitary business in NY). Election is binding for 6 years and renewed for 7 years unless revoked. Election must be made on an original timely filed return. Note – No "unitary" definition is contained within the revised law. © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM COMBINED REPORTING (CONT.) Prior Law New Legislation Captive REIT – exclusion of captive REIT from • Included in combined return. combined Article 32 tax return if bank has
NYS TAX REFORM
COMBINED REPORTING FOR
CAPTIVE INSURANCE COMPANIES
Prior Law New Legislation
Overcapitalized Captive Insurance Companies Combinable Captive Insurance Companies are
are required to file combined returns, either required to file combined returns, under Article 9-A
under Article 32 or 9-A with its closest with its closest controlling stockholder. Determining
controlling stockholder "closest controlling stockholder" has not changed.
"Overcapitalized Captive Insurance Company" is "Combinable Captive Insurance Company" is a
a company that: (a) >50% of its voting stock is company that: (a) >50% of its voting stock is
owned/controlled directly/indirectly by a owned/controlled directly/indirectly by a
corporation; (b) licensed as a captive insurance corporation; (b) licensed as a captive insurance
company under New York State laws or another company under New York State laws or another
jurisdiction; (c) business includes providing, jurisdiction; (c) business includes providing, directly
directly and indirectly, insurance or reinsurance and indirectly, insurance or reinsurance covering the
covering the risks of its parent and/or members risks of its parent and/or members of its affiliated
of its affiliated group; and (d) 50% or less of group and (d) 50% or less of its gross receipts
its gross receipts for taxable year consists of consist of premiums from arrangements that
premiums constitute insurance for federal income tax
purposes
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM OVERCAPITALIZED NON- LIFE INSURANCE COMPANIES - New Discretionary Provision - The Commissioner may include in the entire net income of an Article 9-A taxpayer, as a deemed distribution, the amount of the net income of an insurance company subject to tax under NY Tax Law Sec 1502-a [of which 50% or less of its receipts consist of premiums] that is in excess of its net premium income. - Not applicable to Captive Insurance Company taxable under other sections of Article 33 - Includes income in NY tax base but not in apportionment factor © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM
MORE COMBINED REPORTING
Prior Law New Legislation
International Banking Facility (IBF) - No specific rules for IBF's
- Apportionment relief for IBF transactions
obtained through new customer sourcing rules
Alien Subsidiaries – not allowed to be included in a Alien Subsidiaries may be included in a
combined Article 32 tax return combined return if subsidiary has ECI, is unitary
and meets >50% ownership test
Article 9 (Certain Utilities) – Not includable in Not Includable in combined 9-A return
combined 9-A return
New York S Corporation - Not includable in Not Includable in combined 9-A return
combined 9-A return
Captive RICS – Includable in combined 9-A return Captive RICS – Includable in combined 9-A
return
Noncaptive RICS and Noncaptive REITS – Not
includable in combined 9-A return Noncaptive RICS and Noncaptive REITS – Not
includable in combined 9-A return
© Grant Thornton LLP. All rights reserved.COMBINED REPORTING LIMITED PARTNERS Corporate Limited Partner – May be Subject to a Separate Filing Requirement If a corporation is subject to tax under this article solely as a result of its ownership of a limited partner interest in a limited partnership that is doing business, employing capital, owning or leasing property, maintaining an office in this state, or deriving receipts from activity in this state, and NONE of the corporation's related corporations are subject to tax under this article, such corporation shall NOT be required or permitted to file a combined report under this section with such related corporations. CAVEAT: Under the new legislation the NYS Dept. of Taxation has the authority to adopt regulations to determine if ALL corporate partners are subject to tax. There is currently NOT an exception for corporate LP's with less than 1% and a basis of less than $ 1 million. © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM
INCOME EXCLUSIONS
Prior Law New Legislation
Article 32 - 22 ½ exclusion for treasury & No more exclusion for treasury and
municipal income municipal income – under new rules, may
benefit from apportionment treatment
Article 32 - Dividends and Gains from No deductions for interest, dividends or
subsidiary capital (60% exclusion) gains from subsidiary capital
Article 32 - Interest from Subsidiary • Subsidiary Capital and related
Capital (17%) exclusions are eliminated.
Article 9-A - 100% exclusion for income • See exclusions for "other exempt
from subsidiary capital income", "investment income".
• Other exclusions - 50% and 32%
subtractions for small community
banks and thrifts.
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM
INVESTMENT CAPITAL/INCOME
Prior Law New Legislation
Article 32 – Banks did not have concept of The need to compute an IAP is eliminated.
investment capital/income Investment Income still can not exceed Business
Income
Article 9-A – Income from investment capital is • Investment income is now a subtraction – Must
included in entire net income, and is apportioned attribute interest expense and offsetting currency
based on taxapyer's Investment Allocation or price hedges against investment income. If
Percentage (IAP) the attribution puts investment income into a
loss, a taxpayer will be required to increase
business income.
• 40% election to investment income, allows TP
to not attribute interest expense.
IAP is a ratio based on New York presence of the • Investment capital no longer includes bonds and
underlying securities held by the Taxpayer other securities. NARROWED TO INCLUDE
STOCKS ONLY.
• Sec 78 dividends do not qualify (See, Sec 78
dividend exclusion NY Tax Law Sec.
208(9)(a)(6))
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM
INVESTMENT CAPITAL/INCOME
CONTINUED
Prior Law New Legislation
No minimum holding period for Investment capital requires a minimum 6 month holding period
investment income/capital securities and is limited to issuers not unitary with the combined filing
group
No non-unitary requirement for Stocks in corporations less than 20% directly or indirectly owned
security to qualify as investment would be presumed to be non-unitary
capital
9-A NOL must be applied in No longer required to apply NOL's against investment income
deduction year against both
investment and business income.
Qualified Financial Instrument Election – may elect to not treat
certain securities as investment income (Section 475 and 1256)
and use special apportionment rules (8%)
Required to attribute both interest & No attribution of noninterest expenses to investment income
non-interest expenses to investment
income. Interest expense attribution still remains (40% election allowed)
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM
INVESTMENT CAPITAL/INCOME
(CONT.)
If the election to reduce investment income by 40% (haircut election) is made
then:
• Exempt CFC Income and Exempt Unitary Corp. Dividends (from corps
not included in the combined group) must also be reduced by 40%.
• Similar 40% elections are available for Exempt CFC Income and Exempt
Unitary Corp Dividends; and if made – the 40% haircut must also be
made to investment income.
• 40% election is NOT available for dividends from corporations subject to
tax under either Article 9 or Article 33
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM OTHER EXEMPT INCOME New Legislation • Exempt CFC Income- IRC Section 951 Income (including Subpart F) from a CFC conducting a unitary business – but not included in the combined report- less interest deductions (unless 40% election is made). • Exempt Unitary Corporation Dividends – Dividends from corps that are unitary (e.g., corps with
SUBTRACTION MODIFICATION FOR THRIFTS OR COMMUNITY BANKS (
SUBTRACTION MODIFICATION FOR THRIFTS OR COMMUNITY BANKS (
NYS TAX REFORM
TAX RATES
Prior Law New Legislation
Tax Rate – 7.1% Tax Rate – 7.1%, 6.5% for tax
years beginning on or after
1/1/16
MTA Tax Rate – 17% New MTA Rate – 25.6%
Potential reduction in rate in 2016
MTA –using rates in effect 97/98 MTA no longer linked to tax in
effect 97/98
Minimum Taxable Income Base &
Tax on Subsidiary Capital
eliminated
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM
OTHER TAX BASES
Prior Law New Legislation
• Asset-based tax (Article 32) – • Capital-based tax – based on NET
based on GROSS assets – tax rate assets – tax rate .15%
.01%
• Cap on allocated capital is raised to
• Tax on Capital (9-A) - $1M cap $5M
• Capital Base Tax – 6 year phase-out
• Fixed Dollar Minimum Tax (Article • Fixed Dollar Minimum Tax on New
32) - $250 per subsidiary York gross receipts – max. tax for
corporation with receipts > $1B is
• Fixed Dollar Minimum Tax (9-A) – $200k (lower for qualified NY
max. tax $5,000 manufacturers)
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM PHASE OUT OF CAPITAL BASE © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM FIXED DOLLAR MINIMUM TAX – REGULAR C-CORPS © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM FIXED DOLLAR MINIMUM TAX – QUALIFIED NY MANUFACTURERS & QUALIFIED EMERGING TECHNOLOGY COMPANY © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM
NET OPERATING
LOSSES
Prior Law
• NOLs – Article 32 NOLs and Article 9-A NOLs can not be applied to different
tax articles
• NOLS are pre-apportioned
• NOLs are limited to federal income
New Legislation
• Existing NOLs (9-A or 32) are converted to a "Prior Net Operating Loss
Conversion Subtraction" and may be carried forward for 20 years
• 1/10th of the PNOLD may be utilized in each year plus any unused conversion
subtractions from prior years and the balance carried forward to 2036
• Election to deduct 50% of the PNOLD in 2015 and 50% in 2016
• Small Business Corps are not subject to the 1/10th limitation
• The PNOLD is applied before NOLD
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM
NET OPERATING LOSSES
Prior Year Net Operating Loss Deduction - PNOLD
• Max PNOLD and MAX NOLD – is the amount that reduces tax on business
income to tax on capital or fixed dollar minimum.
• "Prior Net Operating Loss Conversion Subtraction Pool" =
(Post-apportioned loss (using 2014 BAP*) X the base year (2014) tax rate)
6.5% (or 5.7% for a manufacturer)
*Note – Changes to NYS sourcing rules are applicable to tax years beginning on or after
1/1/15.
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM NET OPERATING LOSSES • Future NOLD's are post apportioned – no longer limited to federal, and no longer subject to rules requiring the NYS NOLD originate in the same year as the federal NOLD. • Starting in 2015 a 3 year carryback is allowed (i.e., no longer limited to 10k), but not to years prior to 2015. • NOLD – NOL only utilized to the extent that income / tax is reduced to the fixed dollar minimum or tax on capital • A MTA Surcharge benefit is achieved by having a PNOLD, instead of the previously proposed PNOL Credit. • Special Rules for Combined Groups and Changes in Group between the year the NOL was generated and the year of the NOLD. • SRLY & 382 rules apply. © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM
APPORTIONMENT
Prior Law New Legislation (Effective for tax years beg.
on or after 1/1/15)
Article 32 – Cost of Performance Business income and capital
(SINAA) rules for receipts allocated based on single receipts
factor apportionment formula for
all (Art. 9-A and former Art. 32)
corporations
Article 9-A – Net Business Income generally sourced to
income is apportioned based on a customer location
single sales factor
Qualified Financial Instruments –
8% election
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
FOR DIGITAL PRODUCTS
AND SERVICES
• Digital Product = Any property or services, or combination thereof,
delivered to a purchaser through the use of wire, cable, fiber-optic,
laser, microwave, etc. (Includes information services, video games,
books, storage of digital products and computer software)
• Generally, receipts from sale of digital products would be sourced
to NY if the product or service is used in NY
• "Delivered to" is defined to include furnished, provided to, or
accessed by
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
HIERARCHY FOR SOURCING
DITIGAL PRODUCTS AND SERVICES
• Sourcing Rule Hierarchy
1. Customer's location of primary use.
2. Location were the product was received
3. Prior Year apportionment fraction for such digital receipts
4. Use of the apportionment fraction for the current year for
digital receipts sourced under method 1 and 2.
• If receipt for digital product is comprised of a combination of
property and services, it CANNOT be divided – considered one
receipt – regardless of whether separately stated on invoice
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
OTHER BUSINESS RECEIPTS
• Generally, receipts from "other services and other business receipts"
shall be included in the numerator if the location of the customer is
within the state
• Whether receipts are included in the numerator is determined
according to a hierarchy set forth in the new/proposed law
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
HIERARCHY FOR SOURCING OTHER
BUSINESS RECEIPTS
• Sourcing Rule Hierarchy
1. Benefit is Received in the state.
2. Delivery destination
3. Prior Year apportionment fraction for such receipts
4. Proxy using apportionment fraction for the current year using
receipts sourced under method 1 and 2.
• Taxpayer must exercise due diligence before proceeding to next
level an base determination on info. known or that would be known
upon reasonable inquiry
• Commissioner may adjust or taxpayer my request alternative
method
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM
APPORTIONMENT FOR QUALIFIED
FINANCIAL INSTRUMENTS (QFI)
• Qualified Financial Instruments are defined as instruments that are marked to market under
IRC Sections 475 or 1256, and specifically exclude loans secured by real property
• General Rule: Income from QFI's is excluded as exempt investment income if held > 6
months, or included in a taxpayer's business income and apportioned based on customer
sourcing.
• QFI 8% election:
– Under this method, 8% of all net income from QFIs is included in the numerator while
all net income from QFIs is in the denominator.
– If Taxpayer makes this election, ALL income from QFIs would be business income and
NOT excluded as exempt investment income.
– This election would be irrevocable and must be made on an annual basis on an original
timely filed return.
– If Taxpayer does not elect the fixed 8% method, then receipts and net gains are sourced
through customer based sourcing (i.e., billing address or commercial domicile).
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
• Corporate debt – include interest in numerator if commercial domicile of issuing
corporation is in-state. 8% of net gains from sales of corporate bonds sold through
registered securities broker or dealer or licensed exchange is included in numerator. Net
gains from other sales is included in numerator, determined by multiplying net gains by a
fraction (gross proceeds from sales to in-state purchasers/gross proceeds everywhere)
• Asset-backed securities – 8% of interest income from asset-backed securities (including
securities issued by government agencies such as GNMA, FNMA, FHLMC) shall be
included in the numerator. 8% of net gains from sales of these government issued
securities or other asset backed securities sold through a registered securities broker or
dealer or licensed exchange will be included in the numerator; net gains from the sales of
other asset-backed securities will be sourced based on fraction (gross proceeds from sales to
in-state purchasers / gross proceeds to purchasers everywhere)
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
(CONTINUED)
• Loans – Interest on loans secured by real property in NYS are included in the
numerator of the receipts apportionment factor.
• Loans –Interest on loans not secured by real property – included in the numerator
if the borrower is located in NYS. [Note: SINAA is no longer]
• Intercompany loans between non-combined members – customer sourcing to
the principal place of business of affiliate.
• Net gains from the sale of loans secured by real property – use ratio
gross proceeds of loans secured by real prop in state
gross proceeds of all loans secured by real property
• Net gains from sale of loans not secured by real property – use ratio
gross proceeds of loans not secured by real prop to purchasers in state
gross proceeds of loans not secured by real prop to all purchasers
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
FEDERAL, STATE & MUNI DEBT –
NO LONGER INVESTMENT CAPITAL
• Federal, state, and muni debt – under new rules, Taxpayer gets benefit
by including 100% interest & net gains from debt issued by U.S.
government and New York in the denominator, and 50% interest
& net gains from debt issued by other jurisdictions
• None of this income is included in the numerator
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
(CONTINUED)
• Reverse repurchase agreements and securities borrowing agreements - Under the
new rule, 8% of net interest income from reverse repurchase and securities
borrowing agreements shall be included in the numerator of the apportionment
factor. Related interest expense is deductible
• Federal Funds - Under the new rule, 8% of net interest expense from federal shall
be included in the numerator of the apportionment factor.
• Other Financial Instruments - Net gains from sales of other financial instruments
and other income from OFI are customer sourced (Payor's location);
– provided that if purchaser or payor is a registered securities broker or dealer
OR the transaction is made through a licensed exchange, then 8% of the net
gains or other income is included in the numerator
© Grant Thornton LLP. All rights reserved.APPORTIONMENT
OTHER ISSUES
• Dividends and net gains from sale of stock or partnership interests
– are NOT included in numerator or denominator
– Unless the Commissioner determined it necessary to
properly reflect the business income or capital
• Aggregate method is required for inclusion of partner's share of
flow-through factors
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM:
MANUFACTURERS
• Qualified New York Manufacturer –
- Principally engaged in manufacturing , and
- Either (a) all of the manufacturers real and personal property are in NY, or (b)
owns property with an adjusted basis of at least 1M,
- Alternatively, a taxpayer or combined group may still qualify provided:
- (a) owns New York property used in manufacturing with $100M adjusted basis,
and (b) at least 2,500 New York manufacturing employees
• Effective for tax years beg. on or after January 1, 2014, the tax rate on business income
was reduced to 0%
• Qualified New York Manufacturer - Property Tax Credit – 20% of real property tax paid.
− The Art. 9-A tax credit can reduce tax to $25 while the Art 22 credit is
refundable
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM:
ECONOMIC NEXUS
New York State adopts economic nexus standards
• If deriving receipts of $1M or more based upon the new apportionment
rules
• If Taxpayer has issued 1,000 or more credit cards with a mailing address in
NYS
• If Taxpayer has merchant customer contracts with 1,000 or more locations
in NYS
• If Taxpayer has at least 10 customers or merchant contracts, but is a
member of a combined return with members meeting the 1,000 test.
• Corporations with $10k of NYS receipts are aggregated with other
members of combined group that have $10k of receipts in determining
$1M threshold.
• Receipts threshold is linked to CPI
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM: OTHER NEXUS PROVISIONS • Under prior law, the use of fulfillment services of a person other than an affiliated person and the ownership of property stored on the premises of such person in conjunction with such services, does not create nexus. Under new law, this will create nexus. • If a partnership is doing business, employing capital, owning or leasing property in NYS, maintaining an office in NYS, or deriving receipts from activity in NYS, any corporation that is a partner in such partnership shall be subject to tax under this article as described in the regulations of the commissioner • Prior Law provides an exception for LP interests - 1M Capital or 1% LP interest © Grant Thornton LLP. All rights reserved.
NYS TAX REFORM:
OTHER ITEMS - REPEALED
The NYS legislation repealed:
• Organization tax; taxes on changes of capital – Section
180
• License and maintenance fees on foreign corporations –
Section 181
• "Add-on" minimum tax for individual taxpayers
Not Repealed
• Stock Transfer Tax – Article 12
© Grant Thornton LLP. All rights reserved.NYS TAX REFORM:
SELECTED CREDITS &
INCENTIVES
• Extended the following NYC programs:
• NYC Relocation & Employment Assistance Program (REAP)
and the Lower Manhattan REAP extended to June 30, 2015
(from June 30, 2013)
• Lower Manhattan Sales & Use Tax Exemption extended to
September 1, 2017 (from September 1, 2015) for locations at
the World Trade Center site, World Financial Center, and
Battery Park City; and to September 1, 2015 (extended from
September 13, 2013) for other qualifying locations in Lower
Manhattan.
© Grant Thornton LLP. All rights reserved.CLOSING THE
RESIDENT TRUST LOOPHOLE
Closing the Resident Trust Loophole
• Distributions of accumulated trust income to New York resident beneficiaries of
trusts qualifying for the New York resident trust exception will now be taxed
― In calculating the taxable addition, the exception for accumulation distributions
from certain domestic trusts in I.R.C. Section 665(c) shall be disregarded;
― The addition will not include:
• Income earned by the trust in any tax year in which the trust was already
subject to tax in NY;
• Income earned by a trust prior to beneficiary becoming a resident of
New York or in any taxable year starting before January 1, 2014
• The legislation eliminates the Resident Trust Loophole that allows incomplete gift,
non-grantor trusts set up by NY residents to completely avoid NY income tax by
treating these trusts as grantor trusts for income earned after June 1, 2014
© Grant Thornton LLP. All rights reserved.ESTATE AND GIFT
TAX REFORM
Estate Tax Rates:
– Enacted legislation provides a tax rate hierarchy for decedents dying on or after April
1, 2014 and before April 1, 2015. It does not include a decrease of the highest estate
tax rate from 16% to 10% as was originally proposed.
Estate Tax Exemption:
– For decedents dying on or after April 1, 2014 and before April 1, 2015, the estate tax
exclusion is increased from the current $1 Million to $2,062,500.
– After April 1, 2015, the exclusion amount will gradually increase to tie to the federal
exclusion amount of $5.34 Million by January 1, 2019.
– After January 1, 2019, the exclusion amount will be indexed for a cost-of-living
adjustment.
Gifts:
– The Legislation also requires certain gifts made by the decedent during the 3-year
period prior to death to be added back to the taxable gross estate.
Generation-skipping tax is repealed.
Trusts with accumulation distributions to NY residents will be required to file NYS
returns.
© Grant Thornton LLP. All rights reserved.MCTMT
SELF-EMPLOYED
INDIVIDUALS
Current due dates: New legislation due
dates:
April 30 April 15
July 31 June 15
October 31 September 15
January 31 January 15
Return Due: April 30th Return Due: April 15th
© Grant Thornton LLP. All rights reserved.OTHER
PROVISIONS
• Allow Taxpayers to use electronic signatures when authorizing their
tax preparers to e-file their tax returns and related documents
• Preventing applicants from receiving or renewing professional or
business licenses if they owe certain past-due tax liabilities
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