Deck 2: Corporate Formations and Capital Structure

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Question
Which of the following statements is incorrect?

A)Limited partners' liability for partnership debt is limited to their amount of investment.
B)In a general partnership,all partners have unlimited liability for partnership debts.
C)In a limited partnership,all partners participate in managerial decision making.
D)All of the above are correct.
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Question
Which of the following is an advantage of a sole proprietorship over other business forms?

A)tax-exempt treatment of fringe benefits
B)the deduction for compensation paid to the owner
C)low tax rates on dividends
D)ease of formation
Question
Identify which of the following statements is true.

A)Under the check-the-box regulations,an LLC that has one member (owner)may be disregarded as an entity separate from its owner.
B)An unincorporated business may not be taxed as a corporation.
C)A new LLC that is owned by four members elects to be taxed under its default classification (as a partnership)in its first year of operations.The entity is prohibited from changing its tax classification at any time in the future.
D)All of the above are false.
Question
Business assets of a sole proprietorship are owned by

A)a member.
B)an individual.
C)a partner.
D)a stockholder.
Question
Three members form an LLC in the current year.Which of the following statements is incorrect?

A)The LLC's default classification under the check-the-box rules is as a partnership.
B)The LLC can elect to have its default classification ignored.
C)The LLC can elect to be taxed as a C corporation with no special tax consequences.
D)If the LLC elects to use its default classification,it can elect to change its status to being taxed as a C corporation beginning with the third tax year after the initial classification.
Question
Identify which of the following statements is true.

A)C corporation operating losses are deductible by the individual shareholders.
B)If a C corporation does not distribute its income to its shareholders annually,double taxation cannot occur.
C)Capital losses incurred by a C corporation can be used to offset the corporation's ordinary income.
D)All of the above are false.
Question
A sole proprietor is required to use the same reporting period for both business and individual tax information.
Question
Which of the following statements is incorrect?

A)S corporations must allocate income and expenses to their shareholders based on their proportionate ownership interest.
B)The number of S corporation shareholders is unlimited.
C)S corporation income is taxed to shareholders when earned.
D)S corporation losses can offset shareholder income from other sources.
Question
S corporations must allocate income to shareholders based on their proportionate stock ownership.
Question
S corporations are flow-through entities in which S income is allocated to shareholders.
Question
Which of the following statements is true?

A)Shareholders in a C corporation can use C corporation losses to offset shareholder income from other sources.
B)C corporation losses remain in the C corporation and can offset capital gain income from other years.
C)C corporation shareholders are taxed based on their proportionate share of income.
D)Distributions of C corporation income are not taxable.
Question
There are no tax consequences of a partnership converting to a C corporation.
Question
Identify which of the following statements is false.

A)The check-the-box regulations permit an LLC to be taxed as a C corporation.
B)Under the check-the-box regulations,an LLC that has only two members (owners)must be taxed as a partnership.
C)A business need not be incorporated under state or federal law to be taxed as a corporation.
D)Once an election is made to change its classification,an entity cannot change again for 60 months.
Question
Bread Corporation is a C corporation with earnings of $100,000.It paid $20,000 in dividends to its sole shareholder,Gerald.Gerald also owns 100% of Butter Corporation,an S corporation.Butter had net taxable income of $80,000 and made a $15,000 distribution to Gerald.What income will Gerald report from Bread and Butter's activities?

A)$35,000
B)$95,000
C)$100,000
D)$180,000
Question
Which of the following statements about a partnership is true?

A)A partnership is a taxpaying entity.
B)Partners are taxed on distributions from a partnership.
C)Partners are taxed on their allocable share of income whether it is distributed or not.
D)Partners are considered employees of the partnership.
Question
Identify which of the following statements is true.

A)Regular corporation and C corporation are synonymous terms.
B)Regular corporation and S corporation are synonymous terms.
C)A partner is generally considered to be an employee of the partnership.
D)All of the above are false.
Question
Identify which of the following statements is false.

A)A solely owned corporation is a sole proprietorship.
B)A sole proprietorship is a separate taxable entity.
C)A sole proprietor is considered to be an employee of the business.
D)All of the above are false.
Question
Demarcus is a 50% partner in the DJ partnership.DJ has taxable income for the year of $200,000.Demarcus received a $75,000 distribution from the partnership.What amount of income related to DJ must Demarcus recognize?

A)$200,000
B)$75,000
C)$100,000
D)$37,500
Question
The check-the-box regulations permit an LLC to be taxed as a C corporation.
Question
Which of the following statements is correct?

A)An owner of a C corporation is taxed on his or her proportionate share of earnings.
B)S shareholders are only taxed on distributions.
C)S shareholders are taxed on their proportionate share of earnings that are distributed.
D)S shareholders are taxed on their proportionate share of earnings whether or not distributed.
Question
Section 351 applies to an exchange if the contributing shareholders own more than 50% of a corporation's stock after the transfer.
Question
For Sec.351 purposes,the term "property" does not include

A)cash.
B)accounts receivable.
C)inventory.
D)services rendered.
Question
Jermaine owns all 200 shares of Peach Corporation stock valued at $50,000.Kenya,a new shareholder,receives 200 newly issued shares from Peach Corporation in exchange for inventory with an adjusted basis of $40,000 and an FMV of $50,000.Which of the following statements is correct?

A)No gain will be recognized by Kenya.
B)The transaction results in $10,000 of ordinary income for Kenya.
C)The transaction results in $10,000 of capital gain for Kenya.
D)Kenya may defer the recognition of any tax until the stock is sold.
Question
Brad forms Vott Corporation by contributing equipment,which has a basis of $50,000 and an FMV of $40,000 in exchange for Vott stock.Brad also contributes $5,000 in cash.If the transaction meets the Sec.351 control and ownership tests,what are the tax consequences to Brad?

A)He recognizes a $5,000 loss.
B)He recognizes a $5,000 gain and a $10,000 loss.
C)He recognizes neither a gain nor a loss.
D)He recognizes a $10,000 loss.
Question
If an individual transfers an ongoing business to a corporation in a Sec.351 exchange,the individual must recognize any realized gain

A)only if the adjusted basis of the property transferred is less than the FMV of the stock received.
B)if the transferor receives property other than stock.
C)if the FMV of the property exchanged exceeds the FMV of the stock received.
D)both A and B above
Question
Identify which of the following statements is true.

A)Section 351 applies exclusively to the formation of a new corporation.
B)Section 351 applies to property transfers in exchange for stock.
C)Section 351 only applies to individual transferors.
D)All of the above are false.
Question
Barry,Dan,and Edith together form a new corporation; Barry and Dan each contribute property in exchange for stock.Within two weeks after the formation,the corporation issues additional stock to Edith in exchange for property.Barry and Dan each hold 10,000 shares and Edith will receive 9,000 shares.Which transactions will qualify for nonrecognition?

A)Only the first transaction will qualify for nonrecognition.
B)Only the second transaction will qualify for nonrecognition.
C)Because of the step transaction doctrine,neither transaction will qualify.
D)Both transactions will qualify under Sec.351 if they are part of the same plan of incorporation.
Question
Identify which of the following statements is true.

A)To qualify for Sec.351 treatment,control is defined as more than 50% ownership of the voting stock,and more than 50% of all other classes of stock.
B)If a shareholder receives stock with an FMV greater than the FMV of the property exchanged in a Sec.351 transaction,the excess FMV may be considered a gift from one shareholder to another shareholder.
C)Only transfers to newly created corporations qualify for Sec.351 treatment.
D)All of the above are false.
Question
If a corporation's total adjusted bases for all properties transferred exceed the total FMV of the properties,the corporation's bases in the property is limited to FMV if no election is made.
Question
Identify which of the following statements is true.

A)The exchange of stock for services rendered is not a taxable transaction.
B)The repeal of Sec.351 would result in more existing businesses being incorporated.
C)Section 351 was enacted to allow taxpayers to incorporate without incurring adverse tax consequences.
D)All of the above are false.
Question
Carmen and Marc form Apple Corporation.Carmen transfers land that is Sec.1231 property,with an adjusted basis of $18,000 and an FMV of $20,000 in exchange for one-half of the Apple Corporation stock.Marc transfers equipment that originally costs $28,000 on which he has taken $5,000 in depreciation deductions.The equipment has an FMV of $25,000 and he receives one-half of the stock and a $5,000 short-term note.The transaction meets the requirements of Sec.351.Which statement below is correct?

A)There is no recognized gain or loss.
B)Carmen recognizes a $2,000 Sec.1231 gain and Marc recognizes $5,000 as ordinary income.
C)Carmen recognizes a $2,000 Sec.1231 gain and Marc recognizes a $5,000 Sec.1231 gain.
D)Carmen recognizes no gain and Marc recognizes $2,000 as ordinary income.
Question
The transferor's basis for any noncash boot property received in a Sec.351 transaction is the boot's FMV reduced by any unrecognized gain.
Question
In accordance with the rules that apply to corporate formation,which one of the following features does not make an issue of preferred stock "nonqualified"?

A)The shareholder can require the corporation to redeem the stock.
B)The dividend rate on the stock may not vary with interest rates,commodity prices,or other similar indices.
C)The corporation is either required to redeem the stock or is likely to exercise a right to redeem the stock.
D)The stock is limited and preferred as to dividends.
Question
Identify which of the following statements is true.

A)A transferor's gain or loss that goes unrecognized when Sec.351 applies is permanently exempt from taxation.
B)If a taxpayer transfers property and services as part of a transaction meeting the Sec.351 requirements,all of the stock received is counted in determining whether the property transferors have acquired control.
C)If a taxpayer transfers property and services as part of a transaction meeting the Sec.351 requirements,the nonrecognition of gain or loss will apply to the services.
D)All of the above are false.
Question
Matt and Sheila form Krupp Corporation.Matt contributes property with an FMV of $55,000 and a basis of $35,000.Sheila contributes property with an FMV of $75,000 and a basis of $40,000.Matt sells his stock to Paul shortly after the exchange.The transaction will

A)not qualify under Sec.351.
B)qualify under Sec.351 if Matt can show that the sale to Paul was not part of a prearranged plan.
C)qualify with respect to Sheila under Sec.351 whether Matt qualifies or not.
D)qualify under Sec.351 only if an advance ruling has been obtained.
Question
The assignment of income doctrine does not apply if the transferor in a Sec.351 exchange in which no gain is otherwise recognized transfers substantially all the assets and liabilities of the transferor's trade or business to the controlled corporation.
Question
Upon formation of a corporation,its assets have the same bases for book and tax purposes.
Question
A corporation must recognize a loss when transferring noncash boot property that has declined in value and its stock to a transferor as part of a Sec.351 exchange.
Question
Rose and Wayne form a new corporation.Rose contributes cash for 85% of the stock and Wayne contributes services for 15% of the stock.The tax effect is

A)Rose and Wayne must recognize their realized gains,if any.
B)Wayne must report the FMV of the stock received as capital gain.
C)Rose and Wayne are not required to recognize their realized gains.
D)Wayne must report the FMV of the stock received as ordinary income.
Question
Under Sec.351,corporate stock may include all of the following except

A)voting stock.
B)nonvoting stock.
C)stock warrants.
D)qualified preferred stock.
Question
Carolyn transfers property with an adjusted basis of $50,000 and an FMV of $60,000 in exchange for Prime Corporation stock in a Sec.351 transaction.Carolyn's basis in the stock is

A)$60,000.
B)$50,000.
C)$10,000.
D)$0.
Question
Identify which of the following statements is true.

A)The definition of stock under Sec.351 includes stock rights and warrants.
B)The receipt of property other than stock by the transferor will trigger the recognition of gain or loss under Sec.351.
C)The character of the gain recognized by the transferor when boot is received in a Sec.351 transaction depends on the type of boot received.
D)All of the above are false.
Question
Max transfers the following properties to a newly created corporation for $90,000 of stock and $10,000 cash in a transaction that qualifies under Sec.351.  Asset One  Asset Two  Asset Three  FMV $30,000$45,000$25,000 Basis 35,00040,00020,000\begin{array} { | c | c | c | c | } \hline & \text { Asset One } & \text { Asset Two } & \text { Asset Three } \\\hline \text { FMV } & \$ 30,000 & \$ 45,000 & \$ 25,000 \\\text { Basis } & 35,000 & 40,000 & 20,000 \\\hline\end{array} Max's recognized gain is

A)$3,000.
B)$5,000.
C)$7,000.
D)$10,000.
Question
A shareholder's basis in stock received in a Sec.351 transaction is

A)increased by the gain recognized by the corporation.
B)decreased by the gain recognized by the transferor.
C)decreased by liabilities assumed by the corporation.
D)increased by the FMV of boot received from the corporation.
Question
Ralph transfers property with an adjusted basis of $65,000 and an FMV of $70,000 to Lake Corporation in a Sec.351 transaction.Ralph receives stock worth $60,000 and a short-term note having a $10,000 FMV.Ralph's basis in the stock is

A)$75,000.
B)$70,000.
C)$65,000.
D)$60,000.
Question
Identify which of the following statements is true.

A)To determine a shareholder's basis in a single class of stock received in a Sec.351 exchange,the FMV of the stock received must be known.
B)If more than one asset is transferred by the transferor in a Sec.351 nonrecognition transaction,the transferor is assumed to have received a proportionate share of the stock,cash,and other boot property for each property transferred based upon the assets' relative FMVs.
C)The transferor's basis for any noncash boot property received in a Sec.351 transaction is the boot's FMV reduced by any unrecognized gain.
D)All of the above are false.
Question
Henry transfers property with an adjusted basis of $90,000 and an FMV of $100,000 to a newly-formed corporation in a Sec.351 exchange.Henry receives stock with an FMV of $80,000 and a short-term note with a $20,000 FMV.Henry's recognized gain is

A)$0.
B)$5,000.
C)$10,000.
D)$20,000.
Question
Beth transfers an asset having an FMV of $200,000 and an adjusted basis of $150,000 to ABC Corporation in a Sec.351 transaction.Beth receives in exchange ABC common stock having an FMV of $175,000 and Zeus Corporation common stock (a capital asset)having an FMV of $25,000 and a basis of $10,000 to ABC Corporation.ABC Corporation must recognize

A)no gain.
B)a $15,000 capital gain.
C)a $25,000 capital gain.
D)a $50,000 capital gain.
Question
Sarah transfers property with an $80,000 adjusted basis and a $100,000 FMV to Super Corporation in a Sec.351 transaction.Sarah receives stock with an $85,000 FMV and a short-term note with a $15,000 FMV.Sarah's basis in the stock is

A)$100,000.
B)$95,000.
C)$85,000.
D)$80,000.
Question
Identify which of the following statements is true.

A)If stock and boot property are both received in a Sec.351 exchange,the transferor must allocate the total basis in the contributed property between the stock and boot property based on the relative FMVs of the stock and the boot property.
B)The adjusted basis of stock received in a Sec.351 transaction is computed by deducting the deferred loss from the FMV of the stock received.
C)The holding period for stock received in a Sec.351 transaction in exchange for a capital asset begins on the day after the date of the exchange.
D)All of the above are false.
Question
Jerry transfers two assets to a corporation as part of a Sec.351 exchange.The first asset has an adjusted basis of $70,000 and an FMV of $50,000.The second asset has an adjusted basis of $70,000 and an FMV of $150,000.The FMV of the stock received is $180,000,and he also receives $20,000 cash.The realized and recognized gain on the second asset is

A)$80,000 realized; $20,000 recognized.
B)$80,000 realized; $15,000 recognized.
C)$20,000 realized; $10,000 recognized.
D)$10,000 realized; $10,000 recognized.
Question
Jeremy transfers Sec.351 property acquired three years earlier having a $100,000 basis and a $160,000 FMV to Jeneva Corporation.Jeremy receives all 200 shares of Jeneva stock having a $140,000 FMV,and a $20,000 90-day Jeneva note.What is Jeremy's recognized gain?

A)$0
B)$60,000
C)$20,000
D)$160,000
Question
Chris transfers land with a basis of $40,000 to Webb Corporation in exchange for 100% of Webb's stock.At the date of the transfer,the land had a $30,000 fair market value.Absent an election by Chris,Webb's basis in the land is

A)$30,000.
B)$35,000.
C)$40,000.
D)none of the above
Question
Henry transfers property with an adjusted basis of $95,000 and an FMV of $100,000 to a newly formed corporation in a Sec.351 exchange.Henry receives stock with an FMV of $85,000 and a short-term note with a $15,000 FMV.Henry's basis in the stock is

A)$100,000.
B)$95,000.
C)$90,000.
D)$85,000.
Question
The transferee corporation's basis in property received in a Sec.351 exchange is

A)the FMV of the property received.
B)the transferee corporation's basis in the stock exchanged.
C)the transferor's basis for the property plus gain recognized by the transferor.
D)the transferor's basis for the property plus gain recognized by the transferee corporation.
Question
The transferor's holding period for any boot property received in a Sec.351 stock exchange

A)includes the holding period for the boot transferred.
B)begins on the day after the exchange.
C)begins on the day of the exchange.
D)is the same as the holding period of the stock received in the exchange.
Question
The transferor's holding period for any stock received in exchange for a capital asset

A)includes the holding period for the property transferred.
B)begins on the day after the exchange.
C)begins on the day of the exchange.
D)none of the above
Question
Chris transfers land with a basis of $40,000 to Webb Corporation in exchange for 100% of Webb's stock.At the date of the transfer,the land had a $30,000 fair market value.Chris makes an election to reduce his basis in Webb's stock to $30,000,so Webb's basis in the land is

A)$30,000.
B)$35,000.
C)$40,000.
D)none of the above
Question
Identify which of the following statements is true.

A)Section 351 provides for nonrecognition of gain for the transferee corporation when it distributes appreciated land that is boot property to a shareholder.
B)A corporation must recognize a loss when transferring noncash boot property that has declined in value and its stock to a transferor as part of a Sec.351 exchange.
C)The transferee corporation's holding period for assets acquired in an exchange meeting the Sec.351 requirements includes the transferor's holding period for the property.
D)All of the above are false.
Question
Cherie transfers two assets to a newly-created corporation.The first asset has an adjusted basis of $40,000 and an FMV of $50,000.The second asset has an adjusted basis of $35,000 and an FMV of $25,000.Cherie receives stock with an FMV of $66,000 and $9,000 cash.Cherie must recognize a gain of

A)$10,000.
B)$6,000.
C)$5,000.
D)$4,000.
Question
The City of Portland gives Data Corporation $60,000 cash and land worth $100,000 to induce it to move.The cash was not spent during the 12 months following contribution.The contribution results in

A)income recognition in the amount of $160,000 to the corporation at the time of contribution.
B)income recognition in the amount of $60,000 to the corporation 12 months after the time of contribution.
C)a zero basis in the land and $60,000 ordinary income to the corporation 24 months after the time of contribution if the cash is not used to purchase an asset.
D)a zero basis in the land and a $60,000 basis reduction in other assets.
Question
Yenhung,who is single,forms a corporation using a tax-free asset transfer,which qualifies under Sec.351.She contributes property having an adjusted basis of $50,000 and an FMV of $40,000.The stock received from the corporation is Sec.1244 stock.When Yenhung sells the stock for $30,000,her loss is

A)  Ordinary loss  Capital loss $0$20,000\begin{array} { |l | l| } \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 0 & \$ 20,000\\\hline\end{array}
B)  Ordinary loss  Capital loss $10,000$10,000\begin{array} {| l | l |} \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 10,000 & \$ 10,000 \\\hline\end{array}
C)  Ordinary loss  Capital loss $20,000$0\begin{array} {| l | l |} \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 20,000 & \$ 0 \\\hline\end{array}
D)  Ordinary loss  Capital loss $10,000$0\begin{array} {| l | l |} \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 10,000 & \$ 0 \\\hline\end{array}
Question
The City of Springfield donates land worth $250,000 to Deuce Corporation to induce it to locate in Springfield and provide 1,000 jobs for its citizens.How much gross income must Deuce Corporation recognize because of the land contribution,and what is the land's basis to Deuce Corporation?

A)$250,000 income; $250,000 basis
B)$250,000 income; $0 basis
C)$0 income; $250,000 basis
D)$0 income; $0 basis
Question
Identify which of the following statements is true.

A)The transferor must recapture depreciation when exchanging Sec.1245 property in all transactions coming under Sec.351.
B)A corporation receiving property in a Sec.351 exchange can select any MACRS depreciation method for the asset.
C)When depreciable property is transferred to a corporation in a Sec.351 exchange in which no gain is recognized,the corporation must continue to use the transferor's depreciation method and recovery period for the property.
D)All of the above are false.
Question
Mario and Lupita form a corporation in a transaction coming under Sec.351.Lupita transfers property with an adjusted basis of $150,000 and an FMV of $200,000 in exchange for one-half of the stock.The property has an $80,000 mortgage,which the corporation assumes.The corporation's basis in the property is

A)$200,000.
B)$150,000.
C)$80,000.
D)$130,000.
Question
Lynn transfers land having a $50,000 adjusted basis,an $80,000 FMV,and $10,000 cash to Allied Corporation in exchange for 100% of Allied's stock.The corporation assumes the $70,000 mortgage on the land.Which of the following statements is correct?

A)Lynn recognizes no gain and the stock basis is $60,000.
B)Lynn recognizes a $10,000 gain and the stock basis is $60,000.
C)Lynn recognizes no gain and the stock basis is $50,000.
D)Lynn recognizes a $10,000 gain and the stock basis is zero.
Question
Jeremy operates a business as a sole proprietorship.The proprietorship uses the cash method of accounting.He decides to incorporate and transfers the assets and liabilities of the sole proprietorship to the newly formed corporation in exchange for its stock.The assets,which include $10,000 of accounts receivable with a zero basis,have a basis of $20,000 and an FMV of $40,000.The liabilities include accounts payable of $12,000,which will be deductible when paid,and a note payable on medical equipment of $7,000.Jeremy's basis for his stock is

A)$40,000.
B)$20,000.
C)$13,000.
D)$8,000.
Question
Mr.Big,a nonshareholder,who is not a customer,potential customer,governmental entity,or civic group,contributes $60,000 cash and land worth $100,000 to induce Carrie Corporation to relocate to his municipality.Carrie Corporation spent $50,000 of the cash within the first 12 months of his contribution to purchase machinery.The contribution results in

A)Carrie Corporation recognizes no income as a result of the contribution,the land and machinery have a basis of zero.
B)Carrie Corporation recognizes $160,000 of income.
C)Carrie Corporation recognizes no income as a result of the contribution,the land has a basis of zero,and the machinery has a basis of $50,000.
D)Carrie Corporation recognizes no income as a result of the contribution,the land has a basis of $100,000,and the machinery has a basis of $60,000.
Question
A medical doctor incorporates her medical practice,which is operated as a sole proprietorship.The proprietorship uses the cash method of accounting.Among the assets contributed to the new corporation are unrealized receivables worth $40,000.The receivables are collected by the corporation.Which of the following statements is correct?

A)The $40,000 of receivables is included as ordinary income on the doctor's personal income tax return when collected by the corporation.
B)The doctor must include the $40,000 as ordinary income in her personal income tax return at the time of incorporation.
C)The $40,000 of receivables is included as ordinary income in the corporation's income tax return at the time of incorporation.
D)The $40,000 of receivables is included as ordinary income in the corporation's income tax return when collected.
Question
Identify which of the following statements is true.

A)The assignment of income doctrine requires a cash method of accounting for a transferor/shareholder to recognize income when accounts receivable are transferred by the shareholder to the corporation in a Sec.351 exchange in which no gain is otherwise recognized.
B)The assignment of income doctrine is a legislative requirement that income be taxed to the person who earns it.
C)The assignment of income doctrine does not apply if the transferor in a Sec.351 exchange in which no gain is otherwise recognized transfers when a sole proprietor transfers substantially all the assets and liabilities of the transferor's trade or business to a controlled corporation.
D)All of the above are false.
Question
Any losses on the sale of Section 1244 stock are ordinary.
Question
Mario and Lupita form a corporation in a transaction coming under Sec.351.Lupita transfers property with an adjusted basis of $150,000 and an FMV of $200,000 in exchange for one-half of the stock.The property has an $80,000 mortgage,which the corporation assumes.Lupita has a recognized gain of

A)$0.
B)$50,000.
C)$100,000.
D)$80,000.
Question
Identify which of the following statements is true.

A)The transferee corporation's acquisition or assumption of liabilities in excess of the total adjusted bases of the properties transferred by a transferor results in a gain recognition by the transferor.
B)When a transferor exchanges a mortgaged property under Sec.351 and the amount of the mortgage is greater than the transferor's basis in the property,the transferor's basis in the stock received will be equal to the basis the transferor had in the mortgaged property.
C)When forming a corporation,the accounts payable of a transferor's business are not liabilities for gain computation purposes if the transferor's business uses the accrual method of accounting.
D)All of the above are false.
Question
Martin operates a law practice as a sole proprietorship using the cash method of accounting.Martin incorporates the law practice and transfers the following items to a new,solely owned corporation.  Adjusted Basis  FMV  Cash  Equipment $10,000$10,000 Accounts receivable 80,000100,000 Accounts payable (deductible 0120,000 expenses) 060,000 Note payable (on equipment) 50,00050,000\begin{array} { | l | r | r | } \hline & \text { Adjusted Basis } & \text { FMV } \\\hline \text { Cash } & & \\\text { Equipment } & \$ 10,000 & \$ 10,000 \\\text { Accounts receivable } & 80,000 & 100,000 \\\text { Accounts payable (deductible } & 0 & 120,000 \\\text { expenses) } & 0 & 60,000 \\\text { Note payable (on equipment) } & 50,000 & 50,000 \\\hline\end{array} Martin must recognize a gain of ________ and has a stock basis of ________:

A)$0; $30,000
B)$0; $40,000
C)$20,000; $30,000
D)$20,000; $40,000
Question
Ralph and Yolanda purchased 20% of the initial offering of Major Corporation common stock for $150,000.Major Corporation is a qualifying small business corporation and the stock qualifies as Sec.1244 stock.Ten months later,Major Corporation files for bankruptcy and the shareholders are notified that the stock is worthless.Ralph and Yolanda,who are married and file a joint return,have a

A)$150,000 ordinary loss.
B)$150,000 capital loss.
C)$100,000 ordinary loss; $50,000 capital loss.
D)$100,000 ordinary loss; $50,000 ordinary loss carryforward.
Question
Reba,a cash basis accountant,transfers all of the assets and liabilities of her practice to Able Corporation in exchange for all of Able Corporation's stock.The assets include $20,000 of accounts receivable.What is the Corporation's basis in the receivables? Will the corporation be taxed on the receivables,as they are collected?
Question
Colleen operates a business as a sole proprietorship.She purchased a computer for $10,000 last year.The computer is five-year recovery property for MACRS purposes and is depreciated under the regular MACRS rules.This year,Colleen incorporates the business and transfers the computer to the new corporation on July 20.The depreciation on the computer for this year allocable to the sole proprietorship is

A)$1,868.
B)$1,600.
C)$1,333.
D)$500.
Question
Silvia transfers to Leaf Corporation a machine she had purchased a year ago for $50,000.The machine has a $40,000 adjusted basis and a $55,000 FMV on the transfer date.$10,000 in depreciation was claimed by Silvia prior to the transfer.Silvia receives all 1,000 shares of Leaf Corporation stock worth $50,000 and a two-year note with a $5,000 FMV.What is the amount and character of the recognized gain or loss?

A)$15,000 ordinary income
B)$15,000 capital gain
C)$5,000 ordinary income
D)$5,000 capital gain
Question
Why would a transferor want to avoid the nonrecognition of gain under Sec.351? How can the nonrecognition provision of Sec.351 be avoided?
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Deck 2: Corporate Formations and Capital Structure
1
Which of the following statements is incorrect?

A)Limited partners' liability for partnership debt is limited to their amount of investment.
B)In a general partnership,all partners have unlimited liability for partnership debts.
C)In a limited partnership,all partners participate in managerial decision making.
D)All of the above are correct.
C
2
Which of the following is an advantage of a sole proprietorship over other business forms?

A)tax-exempt treatment of fringe benefits
B)the deduction for compensation paid to the owner
C)low tax rates on dividends
D)ease of formation
D
3
Identify which of the following statements is true.

A)Under the check-the-box regulations,an LLC that has one member (owner)may be disregarded as an entity separate from its owner.
B)An unincorporated business may not be taxed as a corporation.
C)A new LLC that is owned by four members elects to be taxed under its default classification (as a partnership)in its first year of operations.The entity is prohibited from changing its tax classification at any time in the future.
D)All of the above are false.
A
4
Business assets of a sole proprietorship are owned by

A)a member.
B)an individual.
C)a partner.
D)a stockholder.
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5
Three members form an LLC in the current year.Which of the following statements is incorrect?

A)The LLC's default classification under the check-the-box rules is as a partnership.
B)The LLC can elect to have its default classification ignored.
C)The LLC can elect to be taxed as a C corporation with no special tax consequences.
D)If the LLC elects to use its default classification,it can elect to change its status to being taxed as a C corporation beginning with the third tax year after the initial classification.
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6
Identify which of the following statements is true.

A)C corporation operating losses are deductible by the individual shareholders.
B)If a C corporation does not distribute its income to its shareholders annually,double taxation cannot occur.
C)Capital losses incurred by a C corporation can be used to offset the corporation's ordinary income.
D)All of the above are false.
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7
A sole proprietor is required to use the same reporting period for both business and individual tax information.
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8
Which of the following statements is incorrect?

A)S corporations must allocate income and expenses to their shareholders based on their proportionate ownership interest.
B)The number of S corporation shareholders is unlimited.
C)S corporation income is taxed to shareholders when earned.
D)S corporation losses can offset shareholder income from other sources.
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9
S corporations must allocate income to shareholders based on their proportionate stock ownership.
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10
S corporations are flow-through entities in which S income is allocated to shareholders.
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11
Which of the following statements is true?

A)Shareholders in a C corporation can use C corporation losses to offset shareholder income from other sources.
B)C corporation losses remain in the C corporation and can offset capital gain income from other years.
C)C corporation shareholders are taxed based on their proportionate share of income.
D)Distributions of C corporation income are not taxable.
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12
There are no tax consequences of a partnership converting to a C corporation.
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13
Identify which of the following statements is false.

A)The check-the-box regulations permit an LLC to be taxed as a C corporation.
B)Under the check-the-box regulations,an LLC that has only two members (owners)must be taxed as a partnership.
C)A business need not be incorporated under state or federal law to be taxed as a corporation.
D)Once an election is made to change its classification,an entity cannot change again for 60 months.
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14
Bread Corporation is a C corporation with earnings of $100,000.It paid $20,000 in dividends to its sole shareholder,Gerald.Gerald also owns 100% of Butter Corporation,an S corporation.Butter had net taxable income of $80,000 and made a $15,000 distribution to Gerald.What income will Gerald report from Bread and Butter's activities?

A)$35,000
B)$95,000
C)$100,000
D)$180,000
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15
Which of the following statements about a partnership is true?

A)A partnership is a taxpaying entity.
B)Partners are taxed on distributions from a partnership.
C)Partners are taxed on their allocable share of income whether it is distributed or not.
D)Partners are considered employees of the partnership.
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16
Identify which of the following statements is true.

A)Regular corporation and C corporation are synonymous terms.
B)Regular corporation and S corporation are synonymous terms.
C)A partner is generally considered to be an employee of the partnership.
D)All of the above are false.
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17
Identify which of the following statements is false.

A)A solely owned corporation is a sole proprietorship.
B)A sole proprietorship is a separate taxable entity.
C)A sole proprietor is considered to be an employee of the business.
D)All of the above are false.
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18
Demarcus is a 50% partner in the DJ partnership.DJ has taxable income for the year of $200,000.Demarcus received a $75,000 distribution from the partnership.What amount of income related to DJ must Demarcus recognize?

A)$200,000
B)$75,000
C)$100,000
D)$37,500
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19
The check-the-box regulations permit an LLC to be taxed as a C corporation.
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20
Which of the following statements is correct?

A)An owner of a C corporation is taxed on his or her proportionate share of earnings.
B)S shareholders are only taxed on distributions.
C)S shareholders are taxed on their proportionate share of earnings that are distributed.
D)S shareholders are taxed on their proportionate share of earnings whether or not distributed.
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21
Section 351 applies to an exchange if the contributing shareholders own more than 50% of a corporation's stock after the transfer.
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22
For Sec.351 purposes,the term "property" does not include

A)cash.
B)accounts receivable.
C)inventory.
D)services rendered.
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23
Jermaine owns all 200 shares of Peach Corporation stock valued at $50,000.Kenya,a new shareholder,receives 200 newly issued shares from Peach Corporation in exchange for inventory with an adjusted basis of $40,000 and an FMV of $50,000.Which of the following statements is correct?

A)No gain will be recognized by Kenya.
B)The transaction results in $10,000 of ordinary income for Kenya.
C)The transaction results in $10,000 of capital gain for Kenya.
D)Kenya may defer the recognition of any tax until the stock is sold.
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24
Brad forms Vott Corporation by contributing equipment,which has a basis of $50,000 and an FMV of $40,000 in exchange for Vott stock.Brad also contributes $5,000 in cash.If the transaction meets the Sec.351 control and ownership tests,what are the tax consequences to Brad?

A)He recognizes a $5,000 loss.
B)He recognizes a $5,000 gain and a $10,000 loss.
C)He recognizes neither a gain nor a loss.
D)He recognizes a $10,000 loss.
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25
If an individual transfers an ongoing business to a corporation in a Sec.351 exchange,the individual must recognize any realized gain

A)only if the adjusted basis of the property transferred is less than the FMV of the stock received.
B)if the transferor receives property other than stock.
C)if the FMV of the property exchanged exceeds the FMV of the stock received.
D)both A and B above
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26
Identify which of the following statements is true.

A)Section 351 applies exclusively to the formation of a new corporation.
B)Section 351 applies to property transfers in exchange for stock.
C)Section 351 only applies to individual transferors.
D)All of the above are false.
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27
Barry,Dan,and Edith together form a new corporation; Barry and Dan each contribute property in exchange for stock.Within two weeks after the formation,the corporation issues additional stock to Edith in exchange for property.Barry and Dan each hold 10,000 shares and Edith will receive 9,000 shares.Which transactions will qualify for nonrecognition?

A)Only the first transaction will qualify for nonrecognition.
B)Only the second transaction will qualify for nonrecognition.
C)Because of the step transaction doctrine,neither transaction will qualify.
D)Both transactions will qualify under Sec.351 if they are part of the same plan of incorporation.
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28
Identify which of the following statements is true.

A)To qualify for Sec.351 treatment,control is defined as more than 50% ownership of the voting stock,and more than 50% of all other classes of stock.
B)If a shareholder receives stock with an FMV greater than the FMV of the property exchanged in a Sec.351 transaction,the excess FMV may be considered a gift from one shareholder to another shareholder.
C)Only transfers to newly created corporations qualify for Sec.351 treatment.
D)All of the above are false.
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29
If a corporation's total adjusted bases for all properties transferred exceed the total FMV of the properties,the corporation's bases in the property is limited to FMV if no election is made.
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30
Identify which of the following statements is true.

A)The exchange of stock for services rendered is not a taxable transaction.
B)The repeal of Sec.351 would result in more existing businesses being incorporated.
C)Section 351 was enacted to allow taxpayers to incorporate without incurring adverse tax consequences.
D)All of the above are false.
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31
Carmen and Marc form Apple Corporation.Carmen transfers land that is Sec.1231 property,with an adjusted basis of $18,000 and an FMV of $20,000 in exchange for one-half of the Apple Corporation stock.Marc transfers equipment that originally costs $28,000 on which he has taken $5,000 in depreciation deductions.The equipment has an FMV of $25,000 and he receives one-half of the stock and a $5,000 short-term note.The transaction meets the requirements of Sec.351.Which statement below is correct?

A)There is no recognized gain or loss.
B)Carmen recognizes a $2,000 Sec.1231 gain and Marc recognizes $5,000 as ordinary income.
C)Carmen recognizes a $2,000 Sec.1231 gain and Marc recognizes a $5,000 Sec.1231 gain.
D)Carmen recognizes no gain and Marc recognizes $2,000 as ordinary income.
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32
The transferor's basis for any noncash boot property received in a Sec.351 transaction is the boot's FMV reduced by any unrecognized gain.
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33
In accordance with the rules that apply to corporate formation,which one of the following features does not make an issue of preferred stock "nonqualified"?

A)The shareholder can require the corporation to redeem the stock.
B)The dividend rate on the stock may not vary with interest rates,commodity prices,or other similar indices.
C)The corporation is either required to redeem the stock or is likely to exercise a right to redeem the stock.
D)The stock is limited and preferred as to dividends.
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34
Identify which of the following statements is true.

A)A transferor's gain or loss that goes unrecognized when Sec.351 applies is permanently exempt from taxation.
B)If a taxpayer transfers property and services as part of a transaction meeting the Sec.351 requirements,all of the stock received is counted in determining whether the property transferors have acquired control.
C)If a taxpayer transfers property and services as part of a transaction meeting the Sec.351 requirements,the nonrecognition of gain or loss will apply to the services.
D)All of the above are false.
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35
Matt and Sheila form Krupp Corporation.Matt contributes property with an FMV of $55,000 and a basis of $35,000.Sheila contributes property with an FMV of $75,000 and a basis of $40,000.Matt sells his stock to Paul shortly after the exchange.The transaction will

A)not qualify under Sec.351.
B)qualify under Sec.351 if Matt can show that the sale to Paul was not part of a prearranged plan.
C)qualify with respect to Sheila under Sec.351 whether Matt qualifies or not.
D)qualify under Sec.351 only if an advance ruling has been obtained.
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36
The assignment of income doctrine does not apply if the transferor in a Sec.351 exchange in which no gain is otherwise recognized transfers substantially all the assets and liabilities of the transferor's trade or business to the controlled corporation.
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37
Upon formation of a corporation,its assets have the same bases for book and tax purposes.
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38
A corporation must recognize a loss when transferring noncash boot property that has declined in value and its stock to a transferor as part of a Sec.351 exchange.
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39
Rose and Wayne form a new corporation.Rose contributes cash for 85% of the stock and Wayne contributes services for 15% of the stock.The tax effect is

A)Rose and Wayne must recognize their realized gains,if any.
B)Wayne must report the FMV of the stock received as capital gain.
C)Rose and Wayne are not required to recognize their realized gains.
D)Wayne must report the FMV of the stock received as ordinary income.
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40
Under Sec.351,corporate stock may include all of the following except

A)voting stock.
B)nonvoting stock.
C)stock warrants.
D)qualified preferred stock.
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41
Carolyn transfers property with an adjusted basis of $50,000 and an FMV of $60,000 in exchange for Prime Corporation stock in a Sec.351 transaction.Carolyn's basis in the stock is

A)$60,000.
B)$50,000.
C)$10,000.
D)$0.
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42
Identify which of the following statements is true.

A)The definition of stock under Sec.351 includes stock rights and warrants.
B)The receipt of property other than stock by the transferor will trigger the recognition of gain or loss under Sec.351.
C)The character of the gain recognized by the transferor when boot is received in a Sec.351 transaction depends on the type of boot received.
D)All of the above are false.
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43
Max transfers the following properties to a newly created corporation for $90,000 of stock and $10,000 cash in a transaction that qualifies under Sec.351.  Asset One  Asset Two  Asset Three  FMV $30,000$45,000$25,000 Basis 35,00040,00020,000\begin{array} { | c | c | c | c | } \hline & \text { Asset One } & \text { Asset Two } & \text { Asset Three } \\\hline \text { FMV } & \$ 30,000 & \$ 45,000 & \$ 25,000 \\\text { Basis } & 35,000 & 40,000 & 20,000 \\\hline\end{array} Max's recognized gain is

A)$3,000.
B)$5,000.
C)$7,000.
D)$10,000.
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44
A shareholder's basis in stock received in a Sec.351 transaction is

A)increased by the gain recognized by the corporation.
B)decreased by the gain recognized by the transferor.
C)decreased by liabilities assumed by the corporation.
D)increased by the FMV of boot received from the corporation.
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45
Ralph transfers property with an adjusted basis of $65,000 and an FMV of $70,000 to Lake Corporation in a Sec.351 transaction.Ralph receives stock worth $60,000 and a short-term note having a $10,000 FMV.Ralph's basis in the stock is

A)$75,000.
B)$70,000.
C)$65,000.
D)$60,000.
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46
Identify which of the following statements is true.

A)To determine a shareholder's basis in a single class of stock received in a Sec.351 exchange,the FMV of the stock received must be known.
B)If more than one asset is transferred by the transferor in a Sec.351 nonrecognition transaction,the transferor is assumed to have received a proportionate share of the stock,cash,and other boot property for each property transferred based upon the assets' relative FMVs.
C)The transferor's basis for any noncash boot property received in a Sec.351 transaction is the boot's FMV reduced by any unrecognized gain.
D)All of the above are false.
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47
Henry transfers property with an adjusted basis of $90,000 and an FMV of $100,000 to a newly-formed corporation in a Sec.351 exchange.Henry receives stock with an FMV of $80,000 and a short-term note with a $20,000 FMV.Henry's recognized gain is

A)$0.
B)$5,000.
C)$10,000.
D)$20,000.
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48
Beth transfers an asset having an FMV of $200,000 and an adjusted basis of $150,000 to ABC Corporation in a Sec.351 transaction.Beth receives in exchange ABC common stock having an FMV of $175,000 and Zeus Corporation common stock (a capital asset)having an FMV of $25,000 and a basis of $10,000 to ABC Corporation.ABC Corporation must recognize

A)no gain.
B)a $15,000 capital gain.
C)a $25,000 capital gain.
D)a $50,000 capital gain.
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49
Sarah transfers property with an $80,000 adjusted basis and a $100,000 FMV to Super Corporation in a Sec.351 transaction.Sarah receives stock with an $85,000 FMV and a short-term note with a $15,000 FMV.Sarah's basis in the stock is

A)$100,000.
B)$95,000.
C)$85,000.
D)$80,000.
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50
Identify which of the following statements is true.

A)If stock and boot property are both received in a Sec.351 exchange,the transferor must allocate the total basis in the contributed property between the stock and boot property based on the relative FMVs of the stock and the boot property.
B)The adjusted basis of stock received in a Sec.351 transaction is computed by deducting the deferred loss from the FMV of the stock received.
C)The holding period for stock received in a Sec.351 transaction in exchange for a capital asset begins on the day after the date of the exchange.
D)All of the above are false.
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51
Jerry transfers two assets to a corporation as part of a Sec.351 exchange.The first asset has an adjusted basis of $70,000 and an FMV of $50,000.The second asset has an adjusted basis of $70,000 and an FMV of $150,000.The FMV of the stock received is $180,000,and he also receives $20,000 cash.The realized and recognized gain on the second asset is

A)$80,000 realized; $20,000 recognized.
B)$80,000 realized; $15,000 recognized.
C)$20,000 realized; $10,000 recognized.
D)$10,000 realized; $10,000 recognized.
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52
Jeremy transfers Sec.351 property acquired three years earlier having a $100,000 basis and a $160,000 FMV to Jeneva Corporation.Jeremy receives all 200 shares of Jeneva stock having a $140,000 FMV,and a $20,000 90-day Jeneva note.What is Jeremy's recognized gain?

A)$0
B)$60,000
C)$20,000
D)$160,000
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53
Chris transfers land with a basis of $40,000 to Webb Corporation in exchange for 100% of Webb's stock.At the date of the transfer,the land had a $30,000 fair market value.Absent an election by Chris,Webb's basis in the land is

A)$30,000.
B)$35,000.
C)$40,000.
D)none of the above
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54
Henry transfers property with an adjusted basis of $95,000 and an FMV of $100,000 to a newly formed corporation in a Sec.351 exchange.Henry receives stock with an FMV of $85,000 and a short-term note with a $15,000 FMV.Henry's basis in the stock is

A)$100,000.
B)$95,000.
C)$90,000.
D)$85,000.
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55
The transferee corporation's basis in property received in a Sec.351 exchange is

A)the FMV of the property received.
B)the transferee corporation's basis in the stock exchanged.
C)the transferor's basis for the property plus gain recognized by the transferor.
D)the transferor's basis for the property plus gain recognized by the transferee corporation.
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56
The transferor's holding period for any boot property received in a Sec.351 stock exchange

A)includes the holding period for the boot transferred.
B)begins on the day after the exchange.
C)begins on the day of the exchange.
D)is the same as the holding period of the stock received in the exchange.
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57
The transferor's holding period for any stock received in exchange for a capital asset

A)includes the holding period for the property transferred.
B)begins on the day after the exchange.
C)begins on the day of the exchange.
D)none of the above
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58
Chris transfers land with a basis of $40,000 to Webb Corporation in exchange for 100% of Webb's stock.At the date of the transfer,the land had a $30,000 fair market value.Chris makes an election to reduce his basis in Webb's stock to $30,000,so Webb's basis in the land is

A)$30,000.
B)$35,000.
C)$40,000.
D)none of the above
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59
Identify which of the following statements is true.

A)Section 351 provides for nonrecognition of gain for the transferee corporation when it distributes appreciated land that is boot property to a shareholder.
B)A corporation must recognize a loss when transferring noncash boot property that has declined in value and its stock to a transferor as part of a Sec.351 exchange.
C)The transferee corporation's holding period for assets acquired in an exchange meeting the Sec.351 requirements includes the transferor's holding period for the property.
D)All of the above are false.
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60
Cherie transfers two assets to a newly-created corporation.The first asset has an adjusted basis of $40,000 and an FMV of $50,000.The second asset has an adjusted basis of $35,000 and an FMV of $25,000.Cherie receives stock with an FMV of $66,000 and $9,000 cash.Cherie must recognize a gain of

A)$10,000.
B)$6,000.
C)$5,000.
D)$4,000.
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61
The City of Portland gives Data Corporation $60,000 cash and land worth $100,000 to induce it to move.The cash was not spent during the 12 months following contribution.The contribution results in

A)income recognition in the amount of $160,000 to the corporation at the time of contribution.
B)income recognition in the amount of $60,000 to the corporation 12 months after the time of contribution.
C)a zero basis in the land and $60,000 ordinary income to the corporation 24 months after the time of contribution if the cash is not used to purchase an asset.
D)a zero basis in the land and a $60,000 basis reduction in other assets.
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62
Yenhung,who is single,forms a corporation using a tax-free asset transfer,which qualifies under Sec.351.She contributes property having an adjusted basis of $50,000 and an FMV of $40,000.The stock received from the corporation is Sec.1244 stock.When Yenhung sells the stock for $30,000,her loss is

A)  Ordinary loss  Capital loss $0$20,000\begin{array} { |l | l| } \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 0 & \$ 20,000\\\hline\end{array}
B)  Ordinary loss  Capital loss $10,000$10,000\begin{array} {| l | l |} \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 10,000 & \$ 10,000 \\\hline\end{array}
C)  Ordinary loss  Capital loss $20,000$0\begin{array} {| l | l |} \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 20,000 & \$ 0 \\\hline\end{array}
D)  Ordinary loss  Capital loss $10,000$0\begin{array} {| l | l |} \hline \text { Ordinary loss } & \text { Capital loss } \\\hline \$ 10,000 & \$ 0 \\\hline\end{array}
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63
The City of Springfield donates land worth $250,000 to Deuce Corporation to induce it to locate in Springfield and provide 1,000 jobs for its citizens.How much gross income must Deuce Corporation recognize because of the land contribution,and what is the land's basis to Deuce Corporation?

A)$250,000 income; $250,000 basis
B)$250,000 income; $0 basis
C)$0 income; $250,000 basis
D)$0 income; $0 basis
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64
Identify which of the following statements is true.

A)The transferor must recapture depreciation when exchanging Sec.1245 property in all transactions coming under Sec.351.
B)A corporation receiving property in a Sec.351 exchange can select any MACRS depreciation method for the asset.
C)When depreciable property is transferred to a corporation in a Sec.351 exchange in which no gain is recognized,the corporation must continue to use the transferor's depreciation method and recovery period for the property.
D)All of the above are false.
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65
Mario and Lupita form a corporation in a transaction coming under Sec.351.Lupita transfers property with an adjusted basis of $150,000 and an FMV of $200,000 in exchange for one-half of the stock.The property has an $80,000 mortgage,which the corporation assumes.The corporation's basis in the property is

A)$200,000.
B)$150,000.
C)$80,000.
D)$130,000.
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66
Lynn transfers land having a $50,000 adjusted basis,an $80,000 FMV,and $10,000 cash to Allied Corporation in exchange for 100% of Allied's stock.The corporation assumes the $70,000 mortgage on the land.Which of the following statements is correct?

A)Lynn recognizes no gain and the stock basis is $60,000.
B)Lynn recognizes a $10,000 gain and the stock basis is $60,000.
C)Lynn recognizes no gain and the stock basis is $50,000.
D)Lynn recognizes a $10,000 gain and the stock basis is zero.
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67
Jeremy operates a business as a sole proprietorship.The proprietorship uses the cash method of accounting.He decides to incorporate and transfers the assets and liabilities of the sole proprietorship to the newly formed corporation in exchange for its stock.The assets,which include $10,000 of accounts receivable with a zero basis,have a basis of $20,000 and an FMV of $40,000.The liabilities include accounts payable of $12,000,which will be deductible when paid,and a note payable on medical equipment of $7,000.Jeremy's basis for his stock is

A)$40,000.
B)$20,000.
C)$13,000.
D)$8,000.
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68
Mr.Big,a nonshareholder,who is not a customer,potential customer,governmental entity,or civic group,contributes $60,000 cash and land worth $100,000 to induce Carrie Corporation to relocate to his municipality.Carrie Corporation spent $50,000 of the cash within the first 12 months of his contribution to purchase machinery.The contribution results in

A)Carrie Corporation recognizes no income as a result of the contribution,the land and machinery have a basis of zero.
B)Carrie Corporation recognizes $160,000 of income.
C)Carrie Corporation recognizes no income as a result of the contribution,the land has a basis of zero,and the machinery has a basis of $50,000.
D)Carrie Corporation recognizes no income as a result of the contribution,the land has a basis of $100,000,and the machinery has a basis of $60,000.
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69
A medical doctor incorporates her medical practice,which is operated as a sole proprietorship.The proprietorship uses the cash method of accounting.Among the assets contributed to the new corporation are unrealized receivables worth $40,000.The receivables are collected by the corporation.Which of the following statements is correct?

A)The $40,000 of receivables is included as ordinary income on the doctor's personal income tax return when collected by the corporation.
B)The doctor must include the $40,000 as ordinary income in her personal income tax return at the time of incorporation.
C)The $40,000 of receivables is included as ordinary income in the corporation's income tax return at the time of incorporation.
D)The $40,000 of receivables is included as ordinary income in the corporation's income tax return when collected.
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70
Identify which of the following statements is true.

A)The assignment of income doctrine requires a cash method of accounting for a transferor/shareholder to recognize income when accounts receivable are transferred by the shareholder to the corporation in a Sec.351 exchange in which no gain is otherwise recognized.
B)The assignment of income doctrine is a legislative requirement that income be taxed to the person who earns it.
C)The assignment of income doctrine does not apply if the transferor in a Sec.351 exchange in which no gain is otherwise recognized transfers when a sole proprietor transfers substantially all the assets and liabilities of the transferor's trade or business to a controlled corporation.
D)All of the above are false.
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71
Any losses on the sale of Section 1244 stock are ordinary.
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72
Mario and Lupita form a corporation in a transaction coming under Sec.351.Lupita transfers property with an adjusted basis of $150,000 and an FMV of $200,000 in exchange for one-half of the stock.The property has an $80,000 mortgage,which the corporation assumes.Lupita has a recognized gain of

A)$0.
B)$50,000.
C)$100,000.
D)$80,000.
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73
Identify which of the following statements is true.

A)The transferee corporation's acquisition or assumption of liabilities in excess of the total adjusted bases of the properties transferred by a transferor results in a gain recognition by the transferor.
B)When a transferor exchanges a mortgaged property under Sec.351 and the amount of the mortgage is greater than the transferor's basis in the property,the transferor's basis in the stock received will be equal to the basis the transferor had in the mortgaged property.
C)When forming a corporation,the accounts payable of a transferor's business are not liabilities for gain computation purposes if the transferor's business uses the accrual method of accounting.
D)All of the above are false.
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74
Martin operates a law practice as a sole proprietorship using the cash method of accounting.Martin incorporates the law practice and transfers the following items to a new,solely owned corporation.  Adjusted Basis  FMV  Cash  Equipment $10,000$10,000 Accounts receivable 80,000100,000 Accounts payable (deductible 0120,000 expenses) 060,000 Note payable (on equipment) 50,00050,000\begin{array} { | l | r | r | } \hline & \text { Adjusted Basis } & \text { FMV } \\\hline \text { Cash } & & \\\text { Equipment } & \$ 10,000 & \$ 10,000 \\\text { Accounts receivable } & 80,000 & 100,000 \\\text { Accounts payable (deductible } & 0 & 120,000 \\\text { expenses) } & 0 & 60,000 \\\text { Note payable (on equipment) } & 50,000 & 50,000 \\\hline\end{array} Martin must recognize a gain of ________ and has a stock basis of ________:

A)$0; $30,000
B)$0; $40,000
C)$20,000; $30,000
D)$20,000; $40,000
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75
Ralph and Yolanda purchased 20% of the initial offering of Major Corporation common stock for $150,000.Major Corporation is a qualifying small business corporation and the stock qualifies as Sec.1244 stock.Ten months later,Major Corporation files for bankruptcy and the shareholders are notified that the stock is worthless.Ralph and Yolanda,who are married and file a joint return,have a

A)$150,000 ordinary loss.
B)$150,000 capital loss.
C)$100,000 ordinary loss; $50,000 capital loss.
D)$100,000 ordinary loss; $50,000 ordinary loss carryforward.
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76
Reba,a cash basis accountant,transfers all of the assets and liabilities of her practice to Able Corporation in exchange for all of Able Corporation's stock.The assets include $20,000 of accounts receivable.What is the Corporation's basis in the receivables? Will the corporation be taxed on the receivables,as they are collected?
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77
Colleen operates a business as a sole proprietorship.She purchased a computer for $10,000 last year.The computer is five-year recovery property for MACRS purposes and is depreciated under the regular MACRS rules.This year,Colleen incorporates the business and transfers the computer to the new corporation on July 20.The depreciation on the computer for this year allocable to the sole proprietorship is

A)$1,868.
B)$1,600.
C)$1,333.
D)$500.
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78
Silvia transfers to Leaf Corporation a machine she had purchased a year ago for $50,000.The machine has a $40,000 adjusted basis and a $55,000 FMV on the transfer date.$10,000 in depreciation was claimed by Silvia prior to the transfer.Silvia receives all 1,000 shares of Leaf Corporation stock worth $50,000 and a two-year note with a $5,000 FMV.What is the amount and character of the recognized gain or loss?

A)$15,000 ordinary income
B)$15,000 capital gain
C)$5,000 ordinary income
D)$5,000 capital gain
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79
Why would a transferor want to avoid the nonrecognition of gain under Sec.351? How can the nonrecognition provision of Sec.351 be avoided?
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