Company A sells vending carts and has been in business for 10 years. The subsidi
ID: 2484596 • Letter: C
Question
Company A sells vending carts and has been in business for 10 years. The subsidiary, Company B, has been in the business of selling refrigerated carts for 8 years. You are a 50% partner of Company A with John. The basis of your shares is $80,000 while John’s basis is $60,000. On April 9, 2011, Company A allocated 100% of Company B stock to shareholder John in exchange for John’s Company A shares. John’s Company A shares are subsequently cancelled. There is a bona fide business purpose for this exchange. At the end of 20x11, Company A has $150,000 of E&P. The fair market value of Company A stock is $3,000/share and the fair market value of Company B is $1,000/share.
1) What is the amount and character of the gain, loss or income that must be recognized by you as a result of the distribution of the Company B stock?
2) What is the amount and character of the gain, loss or income that must be recognized by Company A as a result of the distribution of the Company B stock?
3) What is John’s basis in the Company B’s stock?
4) When will John’s holding period for the Company B stock begin?
Explanation / Answer
Answer
1) What is the amount and character of the gain, loss or income that must be recognized by you as a result of the distribution of the Company B stock?
Answer
The character of gain will be capital gain. The Amount of the gain recognized by you as a result of the distribution of the Company B stock will be $ 80,000 (i.e. 50% increase in basis of your shares in Company A).
2) What is the amount and character of the gain, loss or income that must be recognized by Company A as a result of the distribution of the Company B stock?
Answer
The character of gain will be capital gain. Amount of gain that must be recognized by Company A as a result of the distribution of the Company B stock will be $ 20,000 [New basis of Company A shares ($ 80000) – old basis of Company A Shares cancelled ($60,000)].
3) What is John’s basis in the Company B’s stock?
Answer
John’s basis in Company B’s stock will be $ 60,000
4) When will John’s holding period for the Company B stock begin?
Answer
John’s holding period for the Company B stock will begin from as if he is continued to hold shares of company A (i.e from date of holding of shares of Company A).
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