Dee’s Arbor Group Inc. (DAG Inc.) is a large international investor in timber and forest assets located on the North and South American continents. DAG Inc. is the general partner of DAG LP, a limited partnership that is the 100% owner of the timber and forest assets. DAG LP is controlled by DAG Inc. and its limited partners; the limited partners own a 20% stake in the partnership, while DAG Inc. holds the remaining majority stake.
DAG Inc.’s shares are listed on stock exchanges in the United States and Canada. DAG Inc. is organized as a special corporate form available in its jurisdiction in which it does not pay corporate income taxes so long as it distributes all of its net income as dividends to its shareholders and complies with other conditions. In the current and past fiscal years, DAG Inc. has complied with all of these conditions.
DAG Inc.’s shares are owned by various members of the Dee family, who hold several key senior management positions at DAG Inc. and DAG LP, and collectively they own 30% of the shares of DAG Inc. The remainder of DAG Inc.’s shares are owned by a variety of individual and institutional investors, none of whom own more than 5%. The following diagram shows the organizational structure of DAG Inc. and DAG LP.
Q. Which of the following rationales would be most consistent with the Dee family’s choice to create this complex organizational structure instead of simply organizing as a limited partnership?
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A.It provides management control without the need for majority ownership by the family, while maintaining limited liability.
B.The complex structure eliminates the potential for double taxation.
C.The complex structure avoids potential problems associated with outside investors exercising voting rights.
D.
B.The complex structure eliminates the potential for double taxation.
C.The complex structure avoids potential problems associated with outside investors exercising voting rights.
D.
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