The Names and employer identification numbers (EINs) of All Parties to Reorganzation
The names and employer identification numbers (EINs) of all parties to reorganzation must be disclosed.
The date of the Reorganization
The date of reorganization must be listed.
The Aggregate Fair Market Value (FMV)
The aggregate FMV of the assets, stock, or securities of the target corporation tranferred in the transaction needs to be disclosed.
The Date and Control number of Any Private Letter Rulings Issued
The date and control number of any private letter rulings issued by the IRS in connection with the reorganization.
Noncorporate Significant Holder
Noncorporate significant holders that receive sotck and other securities in a reorganization must file a statement of all facts relating to the exchange with their tax returns for the year of exchange.
A significant holder is a person who receives stock or securities in a Section 354 exchange if immediately before the exchange that holder (1) ownes at least 1% by vote or value (5% if stock is publicly traded) of the corporation's outstanding stock; or (2) owns securities in the target corporation with a basis of $1 million or more.
Must Maintain Permanent Records
All parties to a reorganization must maintain permanent records to substantiate the cost of the properties transferrred and the amount and FMV of stock, securities, or other property or money received. The records should include information of all liabilities assumed or any liabilities to which the property received was subject.
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