The VAS Holdings case offers up a fascinating twist to understanding the unitary business principle and how relationships between entities can influence tax litigation outcomes.
Unitary Business Principle vs. Investee Apportionment
The VAS Holdings case brought a fascinating twist to understanding the unitary business principle, challenging long-standing ideas about what constitutes a sufficient operational connection to a state for tax purposes.
“The taxpayer win was because the statute didn’t permit this tax, because the statutes follow the unitary business principle… But then in about 20 to 30 extra pages it said, but let’s talk about this. And in a well-written discussion, it talked about the constitutional issues.”
The court’s decision to not tax a non-resident entity on gains from selling an interest in an LLC operating in-state, despite stipulated non-unitariness, signifies a critical look at the application of the principle versus the stretch of investee apportionment.
Tax Position and Filing Interpretations
VAS Holdings further shed light on how tax filings and the perceived relationships between entities can influence outcome in tax litigations.
“Looking at the returns on taxability, the operational income wasn’t guidance for the answer in this question… We’re just selling, I’m a corporation, I’m just selling an investment in an intangible.”
The case distinguishes between operational income taxability and the gain from sale of investment interests, which refines the understanding of nexus and points towards the need for sharper separation of the two in both tax policy and practice.
Listen to the conversation at the SALTovation Show.