On August 16, 2022, President Biden signed the Inflation Reduction Act of 2022 into law.  The legislation includes certain changes to the alternative minimum tax that impose a new 15% minimum tax on certain large corporations for tax years beginning after December 31, 2022.  In general, the new corporate minimum tax applies to corporations with average annual adjusted financial statement income greater than $1,000,000,000 for a 3-year taxable period ending with such tax year (to the extent that this AMT amount is larger than the corporate tax that the corporation would otherwise pay on its taxable income).  The Joint Committee on Taxation estimates approximately 150 corporations may be impacted by this new minimum tax. 

It is worth highlighting that this new 15% corporate minimum tax applies to financial statement income as opposed to taxable income.  Applicability of the new corporate minimum tax depends upon both the financial statement income of a corporation and the corporation’s effective tax rate.  To the extent that tax-exempt income is included in a corporation’s adjusted financial statement income such corporation may be subject to this new corporate minimum tax.  At this point, it is uncertain if this new corporate minimum tax will impact demand and pricing for tax-exempt debt obligations.  

Full text of the legislation may be found here: 


  • New York SB 5470 has been codified under Article 8 of the New York Financial Services Law (the “NY Commercial Finance Disclosure Law”) and will require certain commercial lenders that provide financings of $2.5 million or less to make certain disclosures to the recipients.  Although the NY Commercial Finance Disclosure Law became effective on January 1, 2022, it assigns New York Department of Financial Services (“NYDFS”) the responsibility of issuing the necessary regulations to implement the law’s objectives.  Per a December 31, 2021 letter issued by the NYDFS, obligations under the NY Commercial Finance Disclosure Law do not go into effect until the NYDFS issues final implementing regulations and those regulations take effect. NYDFS indicates it is acting expeditiously to develop rules implementing the NY Commercial Finance Disclosure Law and intends to publish regulations this year. 


Pursuant to its November 18, 2021 memorandum, the Internal Revenue Service has revised its prior April 15, 2021 memorandum to extend until October 31, 2023 the period during which it will accept (by postmark, or in the case of UPS or FedEx delivery, actual delivery) Forms 8038, 8038-G and 8038-GC signed with electronic, digital or facsimile signatures. (Note that this temporary relief does not apply to Forms 8038-CP, 8038-R or 8038-T, which continue to require wet ink signatures.)  


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