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Date
Rule
801.1
Staff
Michael Verne
Response/Comments
A limited company in the United Kingdom or Ireland is a corporation whose liability is limited by shares (Ltd)~ which is the most common form of privately held company. Registration of a limited company under the Companies Act is comparable to incorporation under state law in the United States. The PNO treats these entities as corporations and their shares as voting securities.

Question

From:

(redacted)

Sent:

Thursday, May 21, 2009 9:49 AM

To:

Verne, B. Michael

Subject: entity treatment?

Mike:

I am working on a transaction where venturers aregoing to form a "UK Ltd. Co" or UK limited company, which I amadvised is the UK equivalent of an LLC, at least from a tax perspective. I amalso told that it will have a "board" or something equivalentthereto.

Does PNO have a position as to whether one wouldtreat a "UK Ltd. Co" as a noncorporate entity or corporate entity forpurposes of HSR analysis.

Thanks, as always,

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