주식 100%를 취득한 후 2년이 지나 합병하는 경우에 계상한 영업권의 감가상각자산 해당 여부[국승]
Seoul Administrative Court-2015-Gu Partnership-78588 ( October 07, 2016)
Whether it constitutes a depreciable asset of a business right appropriated for a merger after two years have elapsed since the acquisition of 100% of shares;
In the case of a merger after the lapse of 100% of shares and two years of merger, even if the amount of appraisal of business value forming a business right is included in the price for acquisition of shares, the amount paid as price for acquisition of shares shall not be deemed as the price for business right acquired by merger, and thus,
Article 24 of the Enforcement Decree of Corporate Tax Act
2016Nu72909 Revocation of Disposition of Corporate Tax Imposition
○○○○ Korea Limited Company
○ Head of tax office
January 17, 2017
February 7, 2017
1. The plaintiff's appeal is dismissed.
2. The costs of appeal shall be borne by the Plaintiff.
The judgment of the first instance is revoked. The imposition of corporate tax of KRW 2,416,282,370 (including additional tax) that the head of the ○○ Tax Office rendered to the Plaintiff on March 2, 2015 and the imposition of KRW 1,559,954,750 (including additional tax) that the Defendant made to the Plaintiff on June 1, 2015, and the corporate tax of KRW 1,449,862,60 (including additional tax) for the business year 2011, and the imposition of KRW 1,219,389,79,790 (including imposition of additional tax) for the business year 2012.
1. Quotation of judgment of the first instance;
The court's explanation on this case is consistent with the reasoning of the judgment of the court of first instance, except for dismissal or addition as follows. Thus, this court's explanation is accepted in accordance with Article 8 (2) of the Administrative Litigation Act and Article 420 of the Civil Procedure Act.
○ Up to 12 pages 8, 10, 100, 100,000,000,000
Since the Plaintiff’s acquisition of the EFG shares cannot be seen as a corporate merger, even if the price paid by the Plaintiff in acquiring the shares of the EFG includes the amount appraised of intangible assets forming the business value of the EFG’s goodwill, it cannot be said that the price for the business value was paid during the process of the instant merger.
○ From 8th to 11th of the judgment of the first instance court is as follows.
In light of the above legal principles, insofar as the price for acquiring the shares of the EFG by retiring the shares of the EFG after two years from the date the Plaintiff acquired the shares of the EFG, without issuing new shares, is not included in the liquidation income by merger, that is, corporate tax, even if the price for acquiring the shares of the EFG includes the appraised value of intangible assets forming the EFG’s business value in the price for acquiring the shares of the EFG, the amount paid by the Plaintiff as the price for acquiring the shares cannot be deemed as the price for business rights acquired by merger, even if it includes the appraised value of intangible assets
2. Conclusion
Therefore, the judgment of the first instance court is justifiable, and the plaintiff's appeal is dismissed as it is without merit.