Wolfgang Schön 
Tax and Corporate Governance 

The interaction of taxation and corporate governance is a classical topic and a sta- up theme at the same time. Much has been written in the past on the influence of the tax framework on the choice of legal form for businesses and the structuring of c- pany groups and their contractual obligations. But in recent years, many other features of this relationship between two different fields of law have emerged. First of all, tax authorities around the world have become aware of the potential influence of corporate governance rules on the tax strategy of an enterprise. “Tax in the Boa- room” is a keyword for a movement which tries to employ company law and se- rities law as a tool for governments to fight corporate tax avoidance. The concept of corporate social responsibility and its repercussions in the tax arena, the allocation of tax competences within a company, the requirement to disclose relevant tax inf- mation to investors or the necessity to establish a management system for tax risks have given rise to an emerging strand of literature both from an economic and a legal background. This situation has led the Max Planck Institute for Intellectual Property, Com- tition and Tax Law (Department of Accounting and Taxation) in Munich to organize a conference on this topic – jointly with the International Network for Tax Research and the International Fiscal Association (German Branch) – in December 2006.

Inhaltsverzeichnis

The Link between Taxation and Corporate Governance.- The Link between Taxation and Corporate Governance.- Good Corporate Governance: The Tax Dimension.- Tax and Corporate Governance: An Economic Approach.- Tax and Corporate Governance: A Legal Approach.- Report on the Discussion.- The Influence of Tax on Corporate Behavior.- Financial and Tax Accounting: Transparency and “Truth”.- Taxation, Accounting and Transparency: The Interaction of Financial and Tax Accounting.- Taxation, Accounting and Transparency: The Missing Trinity of Corporate Life.- Tax and the Separation of Ownership and Control.- Tax and the Separation of Ownership and Control — Comment on the paper by Steven Bank and Brian R. Cheffins.- Tax and the Separation of Ownership and Control — Comment on the paper by Steven Bank and Brian R. Cheffins.- Report on the Discussion.- The Influence of Corporate Governance on Tax Strategy and Compliance.- Corporate Social Responsibility and Strategic Tax Behavior.- Corporate Social Responsibility and Strategic Tax Behavior — Comment on the paper by Reuven S. Avi-Yonah.- Tax Risk Management and Board Responsibility.- Report on the Discussion.- Tax Shelters, Business Behavior and Professional Responsibilities.- Disclosure and Civil Penalty Rules in the U.S. Legal Response to Corporate Tax Shelters.- Disclosure and Civil Penalty Rules in the U.S. Legal Response to Corporate Tax Shelters — Comment on the paper by Daniel Shaviro.- Tax Shelter Disclosure and Civil Penalty Rules — Comment on the paper by Daniel Shaviro.- Opinion Standards for Tax Practitioners Under U.S. Department of the Treasury Circular 230.- Opinion Standards for Tax Practitioners Under U.S. Department of the Treasury Circular 230 — Comment on the paper by Michael J. Desmond.- Opinion Standards for Tax Practitioners Under U.S. Department of the Treasury Circular 230 — Comment on the paper by Michael J. Desmond.- Shelters, Schemes, and Abusive Transactions: Why Today’s Thoughtful U.S. Tax Advisors Should Tell Their Clients to “Just Say No”.- Report on the Discussion.- Taxation and Corporate Governance — The State of the Art.- Taxation and Corporate Governance — The State of the Art.