TAX 9866 Lecture Notes - Lecture 11: C Corporation

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20 Dec 2019
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A distribution is treated as a partial liquidation if it is pursuant to a plan, occurs within the taxable year in which the plan is adopted or the succeeding taxable year, and is not essentially equivalent to a dividend. Not essentially equivalent to a dividend is tested at the corporate level not the shareholder level so much different focus despite identical language. Any genuine contraction of the corporations business may qualify for exchange treatment if the distribution is made to a shareholder other than a c corporation. Look for changes in ownership of voting stock or not being otherwise substantially equivalent to dividend. I can get redemption treatment for partial liquidation: 302(b)(4) If a corporation partially liquidates in exchange for some of its shares; sh will get sale or exchange treatment as opposed to dividend treatment for that transaction. Example: i have a corp involved in two business/segments:

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