Wal-Mart’s Efficiency — In Avoiding Taxes!

This Wall Street Journal article describes how Wal-Mart is able to pay about half as much state tax as a typical corporation.

Drucker, Jesse. 2007. “Inside Wal-Mart’s Bid To Slash State Taxes.” Wall Street Journal (23 October): p. A 1.

“In May 2001, Wal-Mart Stores Inc. issued an appeal to big accounting firms: Find us creative new ways to cut our state tax bills. Ernst & Young LLP swung into action. Senior tax experts at the big accounting firm swapped ideas via email and in a series of meetings. At least one gathering, according to an internal Ernst & Young calendar, took place in Wal-Mart’s headquarters in the “Tax Shelter Room”.”

“Big companies hardly ever discuss how outside accountants, lawyers and investment bankers help them cut their tax bills. But Ernst & Young’s contributions to Wal-Mart’s state-tax minimization project are outlined in a raft of documents filed in recent months in North Carolina state court, where the state’s attorney general is challenging a Wal-Mart tax-cutting structure involving real-estate investment trusts. The material, which includes company emails and memos, provides a rare window into accountants’ role in generating tax-reduction ideas at one major company.”

“Companies often assert that tax savings are simply happy byproducts of transactions pursued for other business reasons. But documents from the North Carolina case indicate that Wal-Mart, from the outset, had one primary purpose: cutting its state income taxes. Ernst & Young worked to fulfill that goal. In 2002, for example, the accounting firm delivered a 37-page proposal laying out a smorgasbord of 27 potential tax strategies, most tailored to a particular state’s tax code. It described one of them as “a very aggressive strategy with considerable risk.”

“Publicly traded companies reduced their federal income taxes by about $12 billion in 2004 through potentially abusive tax transactions, according to Internal Revenue Service data. Some experts say companies save far more than that each year through elaborate tax-cutting maneuvers.”

“Wal-Mart’s 2001 letter to accounting firms got right to the point. It began: “Wal-Mart is requesting your proposal(s) for professional tax advice and related implementation services in connection with minimization of state income taxes in the following states: Arizona, California, Florida, Illinois, Indiana, Michigan, Minnesota, and Pennsylvania”.”

“State income-tax rates for corporations average about 6.9%, and come on top of a federal statutory rate of 35%. Tax rates vary from state to state, and some states have no corporate tax at all on certain income. That provides ample opportunity for so-called tax arbitrage, in which companies allocate expenses and revenues between states in order to minimize taxes owed.”

“On average, Wal-Mart has paid taxes at a rate equal to about half of the average statutory state rate over the past decade, according to an analysis of the company’s regulatory filings by Standard & Poor’s Compustat.”

“In the early 1990s, it employed an “intangibles holding company,” a unit operating in tax-friendly Delaware into which it transferred ownership of its brand names such as Sam’s Club. It then made payments to that unit for use of those brands, deducting them as expenses from its taxable income in other states, according to court records. That strategy fell out of favor after several states successfully challenged Wal-Mart and other companies in court over the maneuver.”

“Wal-Mart set aside about $526 million for state and local income taxes last year, not including its substantial property-tax bills, according to the company’s financial reports. But its various state tax-cutting strategies seem to have had an impact. On average, Wal-Mart has paid taxes at a rate equal to about half of the average statutory state rate over the past decade, according to an analysis of the company’s regulatory filings by Standard & Poor’s Compustat.”

“After Wal-Mart hired the firm in 1996 …, an Ernst & Young tax executive urged his team to be discreet, according to a staff memo included in North Carolina court records. “We don’t think there is much the state taxing authorities can do to mitigate these savings to Wal-Mart, however some states might attempt something if they had advance notification,” he wrote. “We think the best course of action is to keep the project relatively quiet …. there just seems to be too many opportunities for it to get out to the press or financial community and we all know they are difficult to control, particularly when we are dealing with a client as well-known as Wal-Mart”.”

“David Bullington, Wal-Mart’s vice president for tax policy, said in a deposition that he began feeling pressure to lower the company’s effective tax rate after the current chief financial officer, Thomas Schoewe, was hired in 2000. Mr. Schoewe was familiar with “some very sophisticated and aggressive tax planning,” Mr. Bullington said, according to a transcript of the deposition, taken by the North Carolina attorney general’s office in July. “And he ride herds [sic] on us all the time that we have the world’s highest tax rate of any major company”.”

“As Ernst & Young worked on its proposals, one high-ranking tax partner sent an email to a colleague addressing a concern often faced by companies: how to describe a tax-driven transaction in a way that won’t create problems later on with tax authorities. “You asked if we have a document that details how the tax savings will work, how much they will save …. We really don’t have anything like that except for the sales document, partly because we have avoided calling this a ‘tax’ project, to show that we did not have a tax savings motivation, rather it is a ‘domestic restructuring’ project,” he wrote.”

“As for Wal-Mart’s “Tax Shelter Room,” North Carolina officials asked Mr. Bullington about the odd name. In his deposition, the Wal-Mart vice president said the moniker was “a bit of a pun,” stemming from the conference room’s use by tax-department employees to conduct safety drills for natural disasters such as tornadoes.”

Drucker, Jesse. 2007. “Inside Wal-Mart’s Bid To Slash State Taxes.” Wall Street Journal (23 October): p. A 1.

“In May 2001, Wal-Mart Stores Inc. issued an appeal to big accounting firms: Find us creative new ways to cut our state tax bills. Ernst & Young LLP swung into action. Senior tax experts at the big accounting firm swapped ideas via email and in a series of meetings. At least one gathering, according to an internal Ernst & Young calendar, took place in Wal-Mart’s headquarters in the “Tax Shelter Room”.”

“Big companies hardly ever discuss how outside accountants, lawyers and investment bankers help them cut their tax bills. But Ernst & Young’s contributions to Wal-Mart’s state-tax minimization project are outlined in a raft of documents filed in recent months in North Carolina state court, where the state’s attorney general is challenging a Wal-Mart tax-cutting structure involving real-estate investment trusts. The material, which includes company emails and memos, provides a rare window into accountants’ role in generating tax-reduction ideas at one major company.”

“Companies often assert that tax savings are simply happy byproducts of transactions pursued for other business reasons. But documents from the North Carolina case indicate that Wal-Mart, from the outset, had one primary purpose: cutting its state income taxes. Ernst & Young worked to fulfill that goal. In 2002, for example, the accounting firm delivered a 37-page proposal laying out a smorgasbord of 27 potential tax strategies, most tailored to a particular state’s tax code. It described one of them as “a very aggressive strategy with considerable risk.”

“Publicly traded companies reduced their federal income taxes by about $12 billion in 2004 through potentially abusive tax transactions, according to Internal Revenue Service data. Some experts say companies save far more than that each year through elaborate tax-cutting maneuvers.”

“Wal-Mart’s 2001 letter to accounting firms got right to the point. It began: “Wal-Mart is requesting your proposal(s) for professional tax advice and related implementation services in connection with minimization of state income taxes in the following states: Arizona, California, Florida, Illinois, Indiana, Michigan, Minnesota, and Pennsylvania”.”

“State income-tax rates for corporations average about 6.9%, and come on top of a federal statutory rate of 35%. Tax rates vary from state to state, and some states have no corporate tax at all on certain income. That provides ample opportunity for so-called tax arbitrage, in which companies allocate expenses and revenues between states in order to minimize taxes owed.”

“On average, Wal-Mart has paid taxes at a rate equal to about half of the average statutory state rate over the past decade, according to an analysis of the company’s regulatory filings by Standard & Poor’s Compustat.”

“In the early 1990s, it employed an “intangibles holding company,” a unit operating in tax-friendly Delaware into which it transferred ownership of its brand names such as Sam’s Club. It then made payments to that unit for use of those brands, deducting them as expenses from its taxable income in other states, according to court records. That strategy fell out of favor after several states successfully challenged Wal-Mart and other companies in court over the maneuver.”

“Wal-Mart set aside about $526 million for state and local income taxes last year, not including its substantial property-tax bills, according to the company’s financial reports. But its various state tax-cutting strategies seem to have had an impact. On average, Wal-Mart has paid taxes at a rate equal to about half of the average statutory state rate over the past decade, according to an analysis of the company’s regulatory filings by Standard & Poor’s Compustat.”

“After Wal-Mart hired the firm in 1996 …, an Ernst & Young tax executive urged his team to be discreet, according to a staff memo included in North Carolina court records. “We don’t think there is much the state taxing authorities can do to mitigate these savings to Wal-Mart, however some states might attempt something if they had advance notification,” he wrote. “We think the best course of action is to keep the project relatively quiet …. there just seems to be too many opportunities for it to get out to the press or financial community and we all know they are difficult to control, particularly when we are dealing with a client as well-known as Wal-Mart”.”

“David Bullington, Wal-Mart’s vice president for tax policy, said in a deposition that he began feeling pressure to lower the company’s effective tax rate after the current chief financial officer, Thomas Schoewe, was hired in 2000. Mr. Schoewe was familiar with “some very sophisticated and aggressive tax planning,” Mr. Bullington said, according to a transcript of the deposition, taken by the North Carolina attorney general’s office in July. “And he ride herds [sic] on us all the time that we have the world’s highest tax rate of any major company”.”

“As Ernst & Young worked on its proposals, one high-ranking tax partner sent an email to a colleague addressing a concern often faced by companies: how to describe a tax-driven transaction in a way that won’t create problems later on with tax authorities. “You asked if we have a document that details how the tax savings will work, how much they will save …. We really don’t have anything like that except for the sales document, partly because we have avoided calling this a ‘tax’ project, to show that we did not have a tax savings motivation, rather it is a ‘domestic restructuring’ project,” he wrote.”

“As for Wal-Mart’s “Tax Shelter Room,” North Carolina officials asked Mr. Bullington about the odd name. In his deposition, the Wal-Mart vice president said the moniker was “a bit of a pun,” stemming from the conference room’s use by tax-department employees to conduct safety drills for natural disasters such as tornadoes.”

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