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Tree Corporation and Branch Corporation Would Like to Merge

Question 69

Multiple Choice

Tree Corporation and Branch Corporation would like to merge.Tree has a net value of $700,000 and Branch's net value is $300,000.They were considering creating a new corporation called TreeBranch but Branch has valuable patents that cannot be transferred.Therefore,Tree will transfer all of its assets to Branch in exchange for 70% of its stock.Tree will then liquidate by exchanging the Branch stock with its shareholders for their stock in Tree.Which,if any,of the following statements is correct?


A) This transaction qualifies as a reverse "Type B" reorganization.
B) This transaction qualifies as a reverse "Type C" reorganization.
C) This transaction does not qualify as a reorganization, because Tree only receives 70% of Branch's stock. Tree needs to acquire at least 80% of the stock to qualify for tax-free treatment.
D) This transaction does not qualify as a reorganization because Tree, the larger corporation, rather than Branch, the smaller corporation, ceases to exist after the transaction.
E) None of the above statements is correct.

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