Current through Register Vol. XLI, No. 50, December 13, 2024
Section 117-5-2 - Definitions2.1. "Alter ego" means a qualified research and development company where one or more of the following criteria are satisfied in relation to the eligible taxpayer: 2.1.a. The ownership of the qualified research and development company is "substantially related" to the ownership of the eligible taxpayer stated on the application. "Substantially related" means a five percent or more common ownership interest in the qualified research and development company before the qualified investment is made that is eligible for the credit; or2.1.b. The board of directors, managers or general partners of the qualified research and development company are controlled by the eligible taxpayer stated on the application: Provided, That an eligible taxpayer is considered to have control of the board of directors of a qualified research and development company if it controls a simple majority of the board of directors, managers or general partners.2.1.c. For the purposes of the Statute, common ownership interest shall be determined in accordance with the beneficial ownership rules under Rule 13d-3 under the Securities Exchange Act of 1934 ( 17 C.F.R. §240 - 13d - 3).2.2. "Authority" means the West Virginia Economic Development Authority, provided for in W. Va. Code § 31-15-1 et seq.2.3. "Control", for purposes of subdivision 2.1.b of this Rule, means the right or power to appoint, elect, or select, directly or indirectly, fifty percent or more of the directors, managers or general partners of a qualified research and development company.2.4. "Corporate headquarters" means the place at which the corporation has its commercial domicile and from which the business of the corporation is primarily conducted.2.5. "Director" means the Executive Director of the West Virginia Economic Development Authority, or his or her designated representative.2.6. "Eligible taxpayer" means a person that has received certification from the Authority that a portion of the annual available high-growth business investment tax credit has been allocated to it, that is subject to the tax imposed by either W. Va. Code §§ 11-23-1 et seq., 11-24-1 et seq., or 11-21-1 et seq., and that has made a qualified investment in a qualified research and development company.2.7. "Equity financing" means financing by selling common or preferred stock or ownership or partnership units or interests to investors.2.8. "Person" includes any natural person, corporation, limited liability company, or partnership.2.9. "Qualified investment" means an equity financing of a West Virginia qualified research and development company. The investment must be in cash or cash equivalents and may not be a contribution of services or in-kind property. 2.10. "Qualified research and development company" for purposes of the high-growth business investment tax credit means an entity that has been certified by the Tax Commissioner as eligible for the West Virginia research and development tax credit set forth in W. Va. Code § 11-13R-1 et seq., that has annual gross receipts of less than twenty million dollars and has annual payroll of less then two million five hundred thousand dollars.2.11. "Statute" means the "High-Growth Business Investment Tax Credit" (W. Va. Code § 11-13U-1 et seq.)2.12. "Tax Commissioner" means the West Virginia Tax Commissioner or his or her designated representative.2.13. "Tax credit" means the high-growth business development tax credit authorized by the Statute.2.14. "Taxable year" means the tax year of the eligible taxpayer.