Table of Contents Declaration; Acknowledgement; Certificate; Table of cases; Chapter 1: • Introduction; Evolution in India; Need for Taxation; Principles of business Taxation; • Research Methodology; • Classification of Companies Under Income Tax Act, 1961; Chapter – 2; • Concept of AMALGAMATION and MERGER Under companies Act, 1956; a) Difference between 'Reconstruction and Amalgamation; b) The Essentials Requisites; Under Income Tax Act,1961; • Tax implications of Amalgamation; Allotment of shares by amalgamation company; . Transfer or sale of shares on allotment of shares; . Exchange or relinquishment on allotment of shares; . Extinguishment on allotment of shares; . Cost of acquisition of capital assets by the amalgamated Co; . Income in the hand of amalgamated company; Treatment of legal expenses; Proceedings in respect of income tax assessment; • Carry forward and setoff of accumulated loss and unabsorbed depreciation allowance; Objective of section 72A (before amendment); No Carry forward of depreciation losses on Succession; • Guidelines/ conditions under section 72A; Financial Viability; Public interest; Other conditions; Prior and post approval; • Effects of Amalgamation on various Tax benefits; . Tax holiday Benefit; Amortization of Preliminary Expenses; Other Benefits under 'Income Tax Act, 1961; a) Tax concessions to amalgamating Co.; b) Concessions under section 47 (vii); c) Tax concessions to amalgamated Co,; • Restriction on using acquired business losses; Change of control; Reasonable expectation of profit; Same or similar business; The General Anti-Avoidance Rule (GAAR); • Control and controlling interest in case of Amalgamation; • Tax factors in the acquisition of closely controlled corporations; Chapter -3; Amalgamation and Merger under Companies Act, 1956; Current legal & Regulatory, Framework relating to M&A; a) FEMA, 1999; b) The Takeover Regulations and the Listing Agreement; c) The Industries (Development and Regulation) Act, 1951; d) The Sick Industrial Companies (Special Provisions) Act 2003; e) The Depositories Act 1996; • When court can refuse Amalgamation- 'Public Interest'; Sections 173 and 393 of the companies Act.; Chapter – 4; • Cross boarder tax issues; Cross border tax issues in US; Cross border tax issues in Europe; a) EU Parent Subsidiary Directive; .b) EU Merger Directive; c) Dual Head Structures; Cross border tax issues in India; Case Study; Chapter – 5; • Conclusion; • Bibliography.