Corporate Tax VC Flashcards
Section 351 shareholder Basis in stock received
\_\_\_\_\_\_\_\_\_ (what value) of property transferred \+ \_\_\_\_\_\_\_\_\_\_ gain in property \+ \_\_\_\_\_\_\_\_\_\_\_ paid by transforor \+\_\_\_\_\_\_\_\_\_\_\_ assumed by transforor \+ transaction costs & fees - cash \_\_\_\_\_\_\_\_ by transforor - FMV of property \_\_\_\_\_\_\_\_\_\_ - \_\_\_\_\_\_\_\_\_ transferred
Adjusted basis of property transferred 12000 \+ recognized gain 3000 \+ cash paid \+ liabilities assumed \+ transaction fees - cash received from corp 3000 -FMV of property received - liabilities transferred
Sec 351
Liabilities not treated as boot unless
1)
2)
1)liability not for a business purpose
boot = entire liability…recognize as gain
2) liability is greater than adj basis.
Liab - Adj Basis = recognized gain
Adj basis will be 0
Basis in assets transferred 100000
FMV stock received + Liabilities transferred = Amt realized
1) 70000 + business use 80000 = 150000
2) 30000 + business use 120000 = 150000
3) 30000+ no business use 120000 =150000
Figure shareholder basis
Remember, gain is lesser of realized gain or boot when boot is in play. All scenarios have realized gain 150000 - 100000basis = 50000.
basis + gain recognized - liabilities transferred = shareholder basis
1) 100000+ 0 b/c liab
how soon do accrued items have to be paid after year end to be deductible in prior year
2 1/2 months…. march 15
bonuses
vacation pay
wages
business has $52000 startup costs. How to deduct?
Same with organization costs
Must elect to deduct or amortize in period of startup or costs will be capitalized and not used until corporation dissolution.
Can deduct from ordinary income $5000. Reduced for costs over 50000.
55000-52000= 3000 deduct
Remaining 52000 amortize over 180 months = 15years
costs of printing stock organizational?
NO. Reduces additional paid in capital…value you record for amt. you got from stock sale
In section 351 exchange, if shareholder receives consideration that is not stock, what happens?
It is boot = cash or property (incl securities that aren’t the company’s stock)
Boot is taxed at FMV. Recognize gain
qualifies for section 351
contributes property adj basis 12000
In addition to stock, receives $3000 cash
What will be shareholder & corp basis?
shareholder:
adj basis contributed + recognized gain - cash received
12000+3000-3000 = 12000
corp:
adj basis contributed + recognized gain
12000+3000= 15000
What level of ownership is required to report an investee co. on a consolidated TAX return?
Parent must own 80% of subsidiary.
Not 50% as in FAR consolidated financial state
Can deduct how much for each of top 5 executives in public company?
$1 mill
entertainment expenses for officer, directors, 10% owners only deductible if included in their income
How much can corporation deduct for employee expenses for….
Meals, entertainment reimbursement
travel costs
luxury skybox
local lodging for employees
Normally, 50% meals, entertainment
Unless… if employer reimburses employee for the expense by including it in his income, the employer will deduct all via the wage. The employee will get to deduct 50% of cost on schedule A.
All travel
limited to most expensive nonluxury seat
unless a 1 time event
lodging that’s for employee convenience is deductible by corp and taxable to employee
If lodging required by employer, doesn’t exceed 5 days, not extravagent, it’s deductible to corp and not taxable to employee
Are corporation casualty losses limited
NO.
Loss is lesser of adj basis before loss OR decline in value
Goodwill, franchise, trademark. How long amortized for tax
15 years
R&D. When to deduct for tax?
immediately or elect to amortize over MIN 5yr
Corp. should include all div. in gross income. They get deduction based on control they have over paying company
ownership:
<20%
>-20% to 80%
>-80%
DRD
<20% unaffiliated 70%
-80% Control 100%
investor doesn’t qualify for DRD if
dividends are from ________
Deducting interest expense on money borrowed to buy the investment
received from ___-____ organization (organization didn’t pay tax)
owned for less then ____days
foreign corporations (since IRS didn’t tax them)
tax exempt
46
DRD 70 < TI 80 (that’s normal)
TI 80 < Dividend 100 hmmm
In this case,,,
70% (100) = 70
reduce DRD
70% (TI 80) = 56
Do this when…
Div > Income before DRD > DRD
Corporate charitable contribution limit
10% ATI =income-ordinary deductions. No charity or DRD taken out yet
Noncurrent assets used in trade or business… when sold. How are gains and losses treated?
held 1 yr or less:
held more than 1 yr
<=1yr ordinary income/loss
> =1yr ordinary losses
gains–long term capital gains
1231 assets
Do corporations get preferential cap gain rate?
What happens to their cap losses
NO… taxed at corporate rate
cap losses can only be applied against cap gain.
Unused carried back 3 forward 5 (short term)
Individuals carry unused cap loss forward indefinitely and get to apply 3000 cap loss against ordinary income
NOL carry back carry forward
corp and individual the same
back 2 forward 20
foreign tax credit formula
20000 * (30000/100000) = 6000
6000 credit to take this year, but foreign taxes were actually 8000. What to do about the 2000??
US tax liability * % of income that’s foreign
US tax * (foreign income/worldwide income)
credit can’t exceed actual foreign taxes paid
The 2000 left is carried back 1 year and forward 10 years.
Accumulated earnings tax rate on undistributed income====>
Safe harbor… amts that can be retained
For manufacturing
For Personal Service Corps
20%
250000
150000
Plus federal income tax accrual amt for both types
What are the special deductions you have to add back to Net Income to get Income before special deductions (the number you need to multiply by 10% to get charitable deduction amt)
DRD
charity
NOL
capital loss
Taxable portion of dividends?
Current E&P + - + -
Accum E&P - + + -
Dividend Taxed
Div Taxed + net ++ 0
Corp gives property distribution to shareholder
How doews it affect taxable portion of dividend?
FMV prop - basis = gain added to current EP
FMV of property is dividend to shareholder
Nonliquidating property distribution. How are the following taxed?
Corporate gain on property
Corporate loss on property
shareholder gain
Treated like normal distribution
Capital gain
Can’t deduct loss
dividend income up to E/P (Ordinary)
liquidating property distribution. How are the following taxed?
Corporate gain on property
Corporate loss on property
shareholder gain
Ordinary gain (capital if stock)
Ordinary loss
Cap gain/Cap loss…..treat like you’re selling stock