Voluntary Disclosure Agreement Blog Posts

When most people think about sales tax compliance, they picture a finance or tax team filling out forms and filing returns. What they don't see is the technical work happening underneath: the configuration, mapping, and code that has to be built into a tax engine before a single return can ever be filed correctly. For companies expanding into new states — or cleaning up historical exposure through a Voluntary Disclosure Agreement (VDA) — that technical setup is often the hard

Roll-up strategies, in which a platform company acquires a series of operating businesses within the same or related industries, create state income tax complexity that is easy to underestimate during the acquisition phase and expensive to unwind later. Chief among these issues is the question of unitary combination: whether, and how, newly acquired entities need to be combined with the existing platform and its other portfolio companies for state income tax purposes. This po

hen a Voluntary Disclosure Agreement surfaces in connection with an M&A transaction, particularly one where the target's final state income tax and nonresident withholding filings need to be prepared as part of the deal, the calculation is rarely as simple as filing a normal year's return one last time. Several layers of complexity are unique to this situation: prior-year state depreciation and Section 179 differences that were never conformed to federal treatment, the need t