In corporate reorganizations, if an acquiring corporation is using property other than stock as consideration, it may recognize gains but not losses on the transaction.

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In corporate reorganizations, when an acquiring corporation uses property other than its own stock as consideration, it may indeed recognize gains if the fair market value of the property exceeds its adjusted basis. However, losses are generally not recognized in these transactions due to the nonrecognition rules designed to prevent tax avoidance through the selective recognition of losses.

In Corporate Reorganizations, If an Acquiring Corporation Is Using Property