기업합병과 조세(1991~1994년의 합병사례를 중심으로)

Corporate Mergers and Taxes in Korea

This paper examines 69 cases of mergers that occurred over the period 1991~1994 in Korea. Our purpose is to access the potential tax benefits that these merging firms could have gained in the process and to take a preliminary look at the distortions to firm behavior often associated with the process. The analysIs is largely descriptive in that we do not estimate behavioral models to measure the relationship between tax incentives and merger activity. However, this study provides a basic step to establIsh the potential importance of tax factors in the merger decision in Korea. The first section describes current issues related with corporate reorganization policy in the IMF era. The next section reviews the tax treatment of mergers and discuss the various ways in which taxes can reduced when two firms combine. The third section describes the data set which we have constructed from the Corporate Database of NICE (National Information & Credit Evaluation, Inc.), and presents the empirical methodology and the results themselves. In the final section, we interpret these fIndings, discuss their limitations, and consider directions for corporate reorganization policy in Korea. Our results suggest that potential tax benefits associated with the merging process are present in 40(58.9%) cases of 69 mergers, and the acquiring firms' average ratio of corporate tax/sales decreases from 0.0304 before the merger to 0.0163 after. There is less evidence of substantial gains being available through the existence of acquired companies' net operating loss and the achievement of higher asset bases, though these measures are not calculated very precisely. Finally, we find little evidence that significant changes in leverage are associated with mergers, even when acquired firms are large relative to those making the acquisition.