corporations∶distributionsincompleteliquidation(编辑修改稿)

corporations∶distributionsincompleteliquidation(编辑修改稿)内容摘要：

TS: 1 DIF: 1 REF: p. 2014 | Concept Summary OBJ: 5 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 15. One advantage of acquiring a corporation via a stock purchase instead of an asset purchase is that a stock purchase avoids the transfer of the acquired corporation‘s liabilities. Corporations: Complete Liquidation and an Overview of Reanizations 207 ANS: F This is an advantage of an asset purchase over a stock purchase. In a stock purchase, the acquired corporation‘s liabilities are transferred along with its assets. PTS: 1 DIF: 1 REF: p. 2024 OBJ: 6 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 16. United States tax policy tries to encourage business development. ANS: T PTS: 1 DIF: 1 REF: p. 2015 OBJ: 1 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 17. To ensure the desired tax treatment, parties contemplating a corporate reanization should apply for a letter ruling from the IRS. ANS: T PTS: 1 DIF: 1 REF: p. 2016 OBJ: 1 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 18. When planning a corporate reanization, the tax laws should be considered only after the reanization has been structured. ANS: F Since the tax implications generally are significant in a corporate reanization, tax law often dictates the form of the restructuring. PTS: 1 DIF: 1 REF: p. 2015 | p. 2016 OBJ: 1 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 19. Noncorporate shareholders would prefer to have a gain on a corporate reanization treated as a capital gain rather than as a dividend, because of the lower tax rates applied to capital gains. ANS: F Dividends and capital gains are taxed at the same rates. PTS: 1 DIF: 1 REF: p. 2016 OBJ: 1 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 20. For a corporate restructuring to qualify as a taxfree reanization, the transaction must ply with the step transaction doctrine. ANS: F The step transaction doctrine should not apply. PTS: 1 DIF: 1 REF: p. 2016 OBJ: 1 | 4 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 208 2020 Comprehensive Volume/Test Bank 21. The tax treatment of reanizations almost parallels the treatment given to related party exchanges. ANS: F The rules for taxfree reanizations and likekind exchanges are almost parallel. PTS: 1 DIF: 1 REF: p. 2016 OBJ: 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 22. Originally the courts (in opposition to Congress) determined that businesses should be able to restructure without being subject to taxation. To be consistent with court findings, Congress changed the Code to provide reanizations with treatment similar to that given under 167。 351 for starting a corporation. ANS: F The courts originally considered even minor changes in a corporation‘s structure as taxable events. However, Congress determined that businesses should be allowed to make capital changes without being taxed. PTS: 1 DIF: 1 REF: p. 2016 | p. 2018 OBJ: 1 | 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 23. In corporate reanizations in which the target receives property other than stock, gains but not losses can be recognized. ANS: T PTS: 1 DIF: 1 REF: p. 2021 OBJ: 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 24. The gain postponed by a corporation in a corporate reanization is the difference between the realized gain and the boot recognized. ANS: T PTS: 1 DIF: 1 REF: Concept Summary OBJ: 2 NAT: AICPA FNMeasurement | AACSB Analytic MSC: 2 min 25. Shareholders receiving other property as a part of a corporate reanization may be treated as having their stock redeemed under 167。 302(b) and be in the adverse position of being treated as having sold a capital asset. ANS: F If the requirements of 167。 302(b) are met, the shareholder receives sale or exchange treatment resulting in capital gain. This is not an adverse position. PTS: 1 DIF: 1 REF: p. 2019 OBJ: 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min Corporations: Complete Liquidation and an Overview of Reanizations 209 26. Shareholders recognize gains and losses if they receive assets other than stock (boot). ANS: F Gains may be recognized but never losses. PTS: 1 DIF: 1 REF: p. 2019 OBJ: 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 27. Determining whether a shareholder‘s gain on a corporate reanization can qualify for stock redemption treatment is based on the reduction in the percentage of the stock held in the target corporation when pared to the percentage held in the acquiring corporation. ANS: F The percentage reduction pares the actual shares received in the acquiring corporation to what would have been received if solely acquiring stock had been received. PTS: 1 DIF: 1 REF: p. 2019 OBJ: 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 28. Debt security holders recognize gain when the principal amount of the securities received is greater than the principal amount given up. ANS: T PTS: 1 DIF: 1 REF: p. 2020 OBJ: 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min 29. The tax basis of the stock and securities received by a shareholder pursuant to a taxfree reanization generally is the same as the basis of the stock and securities surrendered. ANS: T PTS: 1 DIF: 1 REF: p. 2021 | Concept Summary OBJ: 2 NAT: AICPA FNReporting | AACSB Analytic MSC: 2 min MULTIPLE CHOICE 1. Pursuant to a plete liquidation, Woodpecker Corporation distributes the following assets to its unrelated shareholders: land held for six years as an investment (basis of $400,000, fair market value of $250,000), inventory (basis of $260,000, fair market value of $290,000), and marketable securities held for two years as an investment (basis of $100,000, fair market value of $16。