Wednesday, February 8, 2012

Law of Unintended Consequences

Some tax lawyer wrote a piece in the NY Times today suggesting that the IRS get taxes from shares held at a then market valuation of some sort. He states:


This tax would not affect the middle class, or even most wealthy Americans. Nor would it affect small-business owners. It would affect only individuals who were undeniably, extraordinarily rich. Only publicly traded stock would be marked to market. 

Some would argue that it is inherently unfair to tax “paper gains” before they are realized — Mr. Zuckerberg won’t receive $28 billion in cash; he holds only paper. Moreover, markets are inherently volatile; one year’s paper gains is another’s real losses. However, these arguments are far less credible when paper losses give rise to real tax refunds. Moreover, in a downturn, the mark-to-market tax would act as a fiscal stimulus — the cash refunds would offset a declining stock market. 

This proposal follows the Ronald Reagan model by broadening the “base” of tax without increasing rates. In fact, Reagan was responsible for the last major reform of our antiquated realization system when he signed a law requiring taxpayers to pay a tax on interest that accrued on bonds but was not paid. 

The most profound effect of a mark-to-market tax would be to level the playing field between wage earners, on one hand, and founders and investors on the other. Superwealthy holders of publicly traded securities could no longer escape tax on their vast wealth. 

Now leaving aside the sanity of this scheme one should examine the unintended consequences.

Let us assume I start a company. I put say $1 million of my money in it. It gets going. I need more money, and I get a first round of financing at a $9 million pre money valuation and raise say $9 million. My one million is now worth $9 million and I must pay 35% tax on this $8 million gain even though I never saw a penny and am still out $1 million. 

So why would I start the business? And if I do a second round at say a $40 million pre money, my first round investor must pay tax on $11 million and of course so do I. Why would he want to invest, his rate of return is destroyed just then and there!

So what will happen, well we will find ways to do start ups in say Mauritania or some other place that does not have this strange way of taxing. 

It seems clear to me that this fellow is clueless about the entrepreneur. The money was meant to grow the company, employ people, pay taxes, not give money to the Government. I guess it is now clear why we will be in this mess for a real long time.