Sales Transfer Pricing

ERIC P. TURNER

*****-* ************ ****** ****: 937-***-****

Miamisburg, OH 45342 Cell: 248-***-****

e-mail: **********@***.**.***

SUMMARY

Tax executive with extensive international, transfer pricing, planning, transactional, financial/accounting and

audit/controversy experience. Professional experience includes global Fortune 20 business, major law firm, Big 4

accounting firm, IRS and Federal judicial positions. Able to devise innovative solutions to complex issues, work with

senior management to review alternatives and select appropriate courses of action, efficiently implement and document

the entire program with an eye towards future regulatory scrutiny/litigation, and successfully defend the arrangement

with tax authorities and financial auditors (FAS 109/Fin 48). Excellent mentoring and teamwork skills.

PROFESSIONAL EXPERIENCE

TERADATA CORPORATION, Dayton, Ohio 8/07 to 4/09

Senior Tax Counsel and Director of Tax Planning

Tax executive for largest publicly traded (NYSE:TDC) provider of business analytical and enterprise data warehouse

solutions (computer hardware, software, and related services) with $ 2B in annual revenue and operations in 50+

countries. Managed and directed its tax-free spin-off from NCR in fall 2007. Devised and implemented aggressive

global tax profile following spin-off resulting in global effective tax rate of 26% and successfully defended it for Fin 48

purposes. Managed entire tax affairs (international, transfer pricing, Federal, state & local, M&A, domestic/foreign

audits, compliance, employee benefits) of sophisticated international business leader in the dynamic business

intelligence industry. Responsible for multiple accruals pursuant to FAS 109/Fin 48, related valuation allowances, and

APB 23 repatriation representations.

Devised, drafted and implemented aggressive international, Federal and state tax planning structure and related

transfer pricing strategy (resulting in 26% global ETR) including cost sharing with off-shore IP holding company

and contract manufacturing arrangement in extremely favorable tax jurisdictions

Prepared global transfer pricing agreements and related documentation (US and foreign country) in-house

Obtained favorable IRC § 59(e) PLR (200812005) concerning amortization of $600M of R & D expenses after

initial adverse IRS ruling

Negotiated and obtained unilateral Advance Pricing Agreement (APA) with local country foreign government

covering 10% of global sales

Designed and effectuated global re-organization to prevent dilution of post-spin foreign E & P pools and related

attributes

Established world class operations in China & India

Successfully defended complex global tax profile and related transfer pricing issues for FAS 109/Fin 48 purposes

Negotiated tax sharing agreement with former parent corporation and oversaw resolution of related issues.

ERIC TURNER, ESQ., Michigan and Florida 5/06 to 8/07

Sole practitioner with offices in both Michigan and Florida providing international tax, transfer pricing, business and

general tax advice to diverse group of public and private business clients.

Assisted NCR with multi-billion dollar tax-free spin-off of Teradata division

Assisted privately-held U.S. company with multi-million dollar acquisition in U.K.

Provided tax and business advice concerning $525 million like-kind tax-free exchange of Florida real property

Assisted various multi-national companies (automotive, global manufacturing, finance, natural resource, software,

& telecommunication industries) with transfer pricing issues and related documentation

PROQUEST COMPANY, Ann Arbor, Michigan 9/05 to 5/06

Director, Corporate Tax

Chief tax officer of publicly-traded (NYSE:PQE) electronic publisher and software provider with complex global

business model (annual sales of $600M). Managed and directed the entire tax affairs (international, transfer pricing,

Federal, state & local, M & A, domestic/foreign audits, compliance and employee benefits) of sophisticated international

business leader in dynamic industry. Responsible for multiple tax accruals pursuant to FAS 109, related valuation

allowances, APB 23 repatriation representations, FAS 123(R) and SOX compliance. Resigned following disclosure of

$170 million financial restatement for 5-year period immediately prior to commencement of employment.

Development and implementation of accelerated NOL and other tax attribute utilization initiatives

Devised and effectuated transfer pricing initiative to minimize global cash taxes and increase tax-efficient

repatriation of monies from abroad

Received $8 million initial refund from IRS related to financial restatement

Reduced Michigan audit tax deficiency concerning various e-commerce/publishing issues from $7.5M to $200m

Devised and implemented new global purchasing initiative significantly reducing cash taxes

Tax operations fully compliant with all 2005 SOX requirements

MILLER, CANFIELD, PADDOCK & STONE, Detroit, Michigan 7/03 to 9/05

Senior Counsel

Tax attorney within 400-attorney international law firm. Practice consisted of international and Federal tax planning,

transfer pricing, compliance and controversy work. Assisted wide range of business clients with various international

and federal tax matters including optimal tax structure, effective tax attribute utilization, M & A, operational issues,

SOX compliance, transfer pricing, and complex audit issues.

Formulated, implemented, and provided ongoing operational advice to complex and fiscally transparent hybrid

entity as part of global expansion of joint venture between Big 4 OEM’s captive finance affiliates.

Devised and implemented sophisticated off-shore intellectual property holding company arrangement.

Assisted numerous companies with international expansion plans and tax-efficient repatriation of foreign earnings

GENERAL MOTORS CORPORATION, Detroit, Michigan 1/97 to 6/03

Senior Tax Counsel

Director-level supervisor of international tax and global transfer pricing activities of the world’s largest manufacturing

company. Principal responsibilities include: 1) strategy formulation and management of extremely complex multi-

billion dollar cross-border tradeflows involving tangible goods, intangible intellectual property and provision of

services; 2) provision of international tax advice with respect to GM’s international operations; 3) management of GM’s

global technology ownership strategy; and 4) supervision of ongoing IRS and foreign country international tax audits.

Implemented and managed multi-billion dollar migration of intellectual property off-shore to a virtual corporation in

a tax haven that generated multi-billion dollar source of zero-taxed foreign source income over three years;

Formulated and implemented innovative solution to product allocation issue generating $700+ million of additional

zero-taxed foreign source income per year;

Restructured foreign manufacturing operations into a contract manufacturing arrangement (annually saving $400+

million of foreign taxes) and lead negotiator in attendant APA proceedings with the foreign government;

Drafted and implemented global transfer pricing policies governing world’s largest manufacturing organization;

Served as lead representative of U.S. Council for International Business’s ongoing effort to provide guidance to IRS

concerning its revision of the transfer pricing service regulations.

COOPERS & LYBRAND L.L.P., Chicago, Illinois 9/94 – 12/96

Director – International Tax & Transfer Pricing

Directed firm’s transfer pricing and international tax practice for the Central United States. Oversaw sophisticated 14-

member multi-million dollar international tax/business consulting practice. Responsibilities focused on international

transfer pricing while regularly addressing related U.S. and foreign tax, business structure, and commercial issues. Dealt

extensively with senior U.S. and foreign business leaders in diverse commercial arrangements.

Supervised re-building of firm’s transfer pricing practice, including hiring and training of new staff. Devised and

implemented plan to triple revenues in first year and increase average department hourly rate by over 350%;

Devised, documented and implemented an industry-innovative intellectual property charge which allowed a U.S.

multi-national to receive a $25 million annual royalty fee;

Formulated and effectuated an 18-country transfer pricing strategy for a U.S. multi-national resulting in accelerated

utilization of NOLs. Implemented new multi-million dollar annual intellectual property charges, and

established/documented defensible pricing policies from both a U.S. and foreign country perspective.

GLAXO INC., Research Triangle Park, North Carolina 3/93 – 9/94

Senior Tax Counsel

Sole tax counsel for U.S. subsidiary of the world’s largest pharmaceutical company. Responsibilities consisted of

international, federal, and state tax matters including transfer pricing, R & D funding, tax controversy, employee benefits

& plans, legislative advocacy and provision of tax advice on complex commercial transactions.

Persuaded IRS to formally rescind two multi-million dollar statutory notices and negotiated an extremely favorable

settlement saving millions in taxes;

Formulated and implemented strategies regarding ongoing state tax audits and effectuated extremely favorable

resolutions resulting in savings exceeding $4 million;

Formed 12-member pharmaceutical lobbying consortium that enacted clarifying legislation in California that

detailing samples are not subject to sales/use tax, saving Glaxo over $800,000 per year;

Provided tax advice on the Glaxo/Warner-Lambert joint venture concerning over-the-counter formulations of

prescription pharmaceutical products, which was the largest joint venture of its kind in the industry at that time;

Revised existing transfer pricing practices in accordance with newly formulated worldwide group strategies,

supervised valuation of numerous intangibles and oversaw preparation of IRC § 6662 documentation;

Effectuated retention/selection decisions concerning outside legal counsel and expert witnesses.

IRS – CHIEF COUNSEL (INTERNATIONAL), Washington, D.C. 1/87 – 3/93

Senior Attorney Advisor

Senior attorney in newly created international tax counsel group. Extensive experience in tax treaty issues, transfer

pricing (including advance pricing agreements (APAs)), field audit support/tax controversy, and issuance of regulations

& rulings.

Lead attorney to the APA program from its inception. Participated in numerous extremely significant APAs in a

wide variety of industries and contexts, including several competent authority proceedings with foreign

governments. Either participated in or reviewed work of other IRS attorneys with respect to all ongoing APAs and

attended dozens of pre-filing conferences, often as the lead IRS representative;

Revised the IRC §§ 1441 and 1442 source withholding regulations and functioned as the IRS’s primary contact on

all related withholding issues;

Authored the competent authority revenue procedure (Rev. Proc. 91-23), functioned as the lead attorney to the

IRS’s Competent Authority Task Force and worked closely with the Tax Treaty Division on numerous competent

authority cases and issues;

Participated in and/or directed numerous field audit proceedings including several significant simultaneous audits

involving foreign tax authorities.

BROOKS, PIERCE, HUMPHREY & LEONARD, Greensboro, North Carolina 9/85 - 12/86

Associate Attorney

Associate in 40-member AV-rated firm’s commercial business/tax group. Practice included corporate, partnership, tax

controversy, and business planning matters.

UNITED STATES TAX COURT, Washington, D.C. 6/83 – 8/85

Attorney-Advisor to Judge William A. Goffe

Drafted approximately 50 opinions and counseled Judge Goffe on pending cases.

ENGLISH, McCAUGHAN & O’BRYAN, Fort Lauderdale, Florida 5/79 – 8/82

Associate Attorney

Associate in 40-member AV-rated firm. Practice included commercial litigation, bank regulatory, and tax matters.

EDUCATION

Southern Methodist University School of Law, Dallas, Texas. LL.M. (Taxation) (graduated 1st in class), 1983.

Emory University School of Law, Atlanta, Georgia. J.D. 1979

University of Wisconsin, Madison, Wisconsin. B.A. (Economics and Political Science with High Honors), 1976.

PROFESSIONAL CREDENTIALS

Admitted to the Michigan, Florida, Ohio and North Carolina Bars.

Member of Tax Executives Institute (TEI) and American Bar Association.

Active member in U.S. Council for International Business (USCIB).

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