If you want an example of how bizarre U.S. tax laws can be - and how companies can game the system - look no further than the recently announced deal for Johnson Controls Inc. of Milwaukee to desert our country by combining with a previous corporate deserter, Tyco International PLC. Tyco is run out of Princeton, N.J., but for tax purposes it is based in Ireland, where the combined Johnson Controls PLC will be based. This [is] an especially aggressive transaction that, among other things, will let Johnson game the tax system by handing its shareholders about $3.9 billion in cash in order to get tax-free access to $8.1 billion in cash currently held overseas. Under our tax laws, if a U.S. company combines with a foreign company (or a nominally foreign company such as Tyco), it can play a variety of tax games, provided that the shareholders of the U.S. company own more than 60 percent but less than 80 percent of the stock in the new, combined company. However, the company can play far more games ... if the shareholders of the U.S. company own more than 50 percent of the combined company but less than 60 percent. By being in [this] sweet spot, Johnson PLC can get its hands on its offshore cash directly, instead of having to leap through various hoops. [Who knows] why it's legal for Johnson to buy in a chunk of its shares to make the numbers work - but apparently, it is. So there you have it. Johnson, a vendor to the taxpayer-rescued U.S. auto industry, repays us by doing ... a mega-desertion.