More Flexible Spinning Off and Squeezing Out? 2017 Tax Reforms Impacting Japanese M&A

I. Introduction
On March 27, 2017, the Japanese National Diet enacted the 2017 tax reform bills. The 2017 tax package introduces important reforms of several aspects of corporate taxation in Japan including the rules relating to corporate officer remuneration and offshore tax havens. Two major components of the changes that will impact Japanese M&A activity are the introduction of a tax-free spin-off regime and changes to the taxation of squeeze-outs of minority shareholders. These two changes are canvassed hereafter in turn.

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