No gain or loss is recognized with respect to the exchanges of stock
of corporation A for stock of corporation W.
Generally, the regulations implementing Notice 2005-74 will apply to GRAs filed for exchanges of stock
or securities occurring after Sept.
1362(d)(3)(c)(i) as gross receipts derived from royalties, rents, dividends, interest, annuities and sales or exchanges of stock
or securities (only to the extent of any gains derived therefrom).
1375 imposes a tax on S corporations that have passive investment income (PII) when the corporation has (1) accumulated earnings and profits (E&P) at the close of a tax year; and (2) gross receipts, more than 25% of which are PII (i.e., royalties, rents, dividends, interest, annuities and net gains on sales or exchanges of stock
705 and 1032, were effective on March 18, 2003, and generally apply to sales or exchanges of stock
occurring after that date.
1031 specifically excludes the applicability of the like-kind provisions to exchanges of stock
in trade or other property held primarily for sale; stocks, bonds or notes; other securities or evidences of indebtedness or interest; interests in a partnership; certificates of trust or beneficial interests; or choses in action.
The sources of PII that trigger this tax include rents, as well as dividends, interest, royalties, annuities and gain on sales or exchanges of stock
368, and the related exchanges of stock
and securities under Sec.
Under this test, during the five most recent tax years ending before the date the loss was sustained by the shareholder (or the life of the corporation, if less than five years), the corporation must have derived more than 50% of its aggregate gross receipts from sources other than royalties, rents, dividends, interest, annuities, and sales or exchanges of stocks
Excluded from this definition are securities in an affiliated domestic corporation, defined as a corporation owned at least 80% directly or indirectly by the taxpayer, with more than 90% of its gross receipts derived from sources other than royalties, rents (except rents received in the ordinary course of business), dividends, interest (except interest received on the deferred purchase price of operating assets sold), annuities and gains from sales or exchanges of stocks
and securities (Sec.
During the corporation's five most recent tax years ending before the date of the loss in question, more than-50% of its gross receipts were from- sources other than royalties, rents, dividends, interest, annuities, and sales or exchanges of stocks
and securities (there is an exception to this provision if the issuing corporation's deductions exceed income).