Finally, you will learn analyze the tax consequences of these reorganizations.here can be negative tax consequences when purported loan payments are recast as corporate distributions to shareholders.
Then, you will examine the nonrecognition provisions in property-for-stock transactions and consider possible exceptions and conditions.
The courts have ruled that withdrawals from two closely held corporations were constructive corporate distributions rather than loan proceeds and repayments in some cases.
As such, the withdrawals triggered capital gains and taxable dividends for the shareholders.
Module 4: Corporate Formation IIIn this module, you will continue to explore property-for-stock transactions.
Assumption of liabilities and transfer of services along with property will be introduced.
First, earnings and profits (E&P) will be discussed, and you will learn how to calculate E&P.
Next, you will analyze the treatment of cash distributions followed by property distributions.Next, you will cover the fundamental features of the different organizational forms: sole proprietorship, partnership, corporation, and limited liability corporation.There will also be a discussion on strategic form choice.Finally, you will examine the tax effects on both the parent and subsidiary in parent-subsidiary liquidations.Module 8: Corporate Reorganizations In this module, you will explore corporate reorganizations.This module will also discuss book-tax differences, and finally, it will discuss compliance procedures.