CA, Inc.'s Answer and Counterclaim - Reed Smith

From the state tax library of Reed Smith LLPwww.reedsmith.com/DEtaxfor other related documents, please email ksollie@reedsmith.com179. The State's attempt to assess interest against CA violates the VDA and isactionable under 12 Del. C. § 1156(b).180. As a result of the State's actions, CA has suffered damage and loss, including, butnot limited to, the expenses incurred in disputing the imposition of interest on CA.herein.COUNT II(Declaratory Relief Pursuant to 10 Del. C. § 6501 et seq.)181. CA repeats and realleges paragraphs 1 through 181 above, as if fully set forth182. A bona fide, actual and present controversy exists with respect to the rights andobligations of CA and the State concerning the VDA, the Notice of Audit and the property thatthe State seeks to escheat under the Statute.183. An actual controversy exists concerning whether the State may impose interestand penalties on CA, may refuse to execute a VDA Agreement, and may refuse to accept CA'soffered payment in the amount of $3,585,978.00.184. An actual controversy exists as to whether the State may conduct a "second audit"of CA in light of the terms of the VDA.185. An actual controversy exists as to whether the State's detailed review, analysis,and reliance on CA's self-audit constituted an "audit" for the purposes of the VDA, and therebyprecludes any additional audit of CA's books and records by the State.186. An actual controversy exists as to whether, if the State may audit the books andrecords of CA, what the scope of said audit should be, specifically, whether said audit should belimited to the period of time covered by the VDA.187. An actual controversy exists as to whether the State may disregard the VDA afterCA finished its self-audit, submitted its supporting materials, and offered payment to the State.- 69 –