Third generation of corporate charter sales

Article Abstract:

Letter Ruling 9434009 concerns liquidation of a subsidiary, which was not ruled invalid in spite of sale of stock, while retaining some of the valuable assets, using an election under Section 338(h)(10). The ruling establishes a third method for separating charter assets. The first method involves a Section 332 liquidation, described in Letter Rulings 8817044 and 8819028. The second method, involving C and D reorganization rulings, is based on Revenue Procedure 89-50.

Charters, Charters (Law)

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Goldilocks meets Private Letter Ruling 9809051

Article Abstract:

IRS Letter Ruling 9809051 contains rules which may be difficult to meet for corporate transactions defined as both partial liquidations and spin-offs. IRC section 302 and 355 contradictory activity requirements can only be simultaneously met with difficulty. Those requirements were met in the ruling where the reduced activity required of partial liquidations existed along with the continued activity required for spin-offs.

Tax Law, Public Finance Activities, Tax Management, Taxation, Tax accounting, Corporate divestiture, Divestiture

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Partial liquidations may stage a comeback

Article Abstract:

The author discusses the use of partial liquidations to avoid taxation on capital gains distributions.

Capital gains tax

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