연결납세제도와 법인세법 ―합병과세와 주식교환 후 연결납세의 비교분석을 중심으로―

초록

Consolidation tax return(‘CTR') system was introduced in Korea by the revision of the Corporate Tax Act in 2008, which allows a parent company of a wholly owned subsidiary to elect to file a corporate tax return on behalf of its group since tax year 2010. This paper analyzed the current CTR system in terms of scope of the application, loss setoff and recognition of internal transactions. Under the current CTR system a son company has to be wholly owned by the parent company for both of them to be included in the same CTR group. The whole ownership may be attained by the comprehensive exchange of shares between an acquiring company and the shareholders of the acquired company. This exchange resembles a situation where a company is merged into another company in economic perspective. This paper attempts to compare the current CTR system with the taxation on merger in this regard. Through the analysis under such approach, this paper suggests the following changes to the current CTR system. First, the scope of CTR group has to be expanded enough to include a corporate group of which holding ratio is no more than 80%. This will make the CTR system to keep neutral compared with merger taxation. Second, built-in loss of a wholly owned subsidiary should not be allowed to set-off the income of other group members, irrespective of whether the loss originates from tangible business property or not. Along with it several other changes are suggested for the better treatment of built-in loss. Third, the recognition of internal transaction has to be deferred irrespective of a transaction is made for tangible business property or commodity (inventory). Along with it several other changes are suggested for the better treatment of internal transaction.

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