The Influence of Tax and Nontax Factors on Banks' Choice of Organizational Form
研究了1996年税法改革后，银行从C型公司转为S型公司的决策，发现税收节省（如股息税、替代最低税、州所得税）促进转换，而资本限制、亏损结转、递延税资产等非税因素抑制转换，且银行在转换前会策略性调整资本结构、出售资产和设定股息。
This paper identifies tax and nontax factors that influence commercial banks' conversion from taxable C-corporation to nontaxable S-corporation from 1997 to 1999, after a 1996 tax-law change allowed banks to convert to S-corporations for the first time. We find that banks are more likely to convert when conversion saves dividend taxes, avoids alternative minimum taxes, and minimizes state income taxes. Banks are less likely to convert when conversion restricts access to equity capital, nullifies corporate tax loss carryforwards, and creates potential penalty taxes on unrealized gains existing at the conversion date. Banks with significant deferred tax assets are less likely to convert, presumably because the write-off of deferred taxes at conversion decreases regulatory capital and exposes the bank to costly regulatory intervention. We also investigate the strategic choices banks make before converting to S-corporations. Converting banks alter their capital structures, deliberately sell appreciated assets, and strategically set dividends to augment net conversion benefits.