Sample Business Contracts . . Section 338(h)(10)Election; Payment of Taxes. .

Example: Tax-Free Subsidiary Stock Sale Under IRC §368(a)(1)(B) . Taxable

sale of the S-Corporation's stock with an IRC §338(h)(10) election is that the latter

Sep 28, 2010 . context of elections under 26 U.S.C. § 338(h)(10) (hereafter I.R.C. . For example,

Jul 8, 2003 . to section 338(h)(10) elections in certain multi-step transactions. . .. The facts are

In recent research, "The Effect of Transaction Structure on Price: Evidence from

Jun 5, 2004 . (e) Example 11. Stock acquisition followed by upstream merger—without section

Thus, a 338(h)(10) election essentially divides a one-step stock sale into two

Sep 27, 2011 . The sale of an S corporation with the filing of a 338(h)(10) election is a . The

Together, Seller and Purchaser agree to make a 338(h)(10) election to treat the

Examples include the need to: determine who has responsibility for disclosed . .

Foreign targets are not eligible for the 338(h)(10) election, but are eligible for the

Taxable Acquisitions of S-Corps. ▪ Stock Sale with 338(h)(10) Election. Stock

straight stock sale — one without a Section 338(h). (10) election — would not

Complete only for a section 338(h)(10) election or if target was a member of a

Possible §338(h)(10) election - Treat the transaction as . §453(h). 4/30/2007. (c)

Section 338(h)(10) Election: Example 2. Target. Target. Stock. (100%). Newco. 5

EXAMPLE OF ACQUISITION WITH SECTION 338(h)(10) ELECTION . 14. A.

had not been a party to the Code Sec. 338(h)(10) election. Consequently, the

Jun 27, 2011 . The section 338(h)(10) election must be made no later than the 15th day of . . An

Apr 25, 2006 . Illustrated below are examples of 338 and 338(h)(10) elections: 338 Election.

Various consistency rules apply to prevent, for example, increasing the basis of .

Dec 16, 2003 . without invalidating the ability to make a section 338(h)(10) election. In the fourth

Another type of election, under section 338(h)(10), is, in more limited

50%. 50%. In all of these examples, the QSUBs are valid QSUBs. . S Corp

Mar 31, 2009 . Internal Revenue Code §338(h)(10) Election. (All Taxes) . . course of business,

Jul 9, 2003 . Effect of Section 338(h)(10) Elections in Certain Multi-step Transactions . . (i) The

Nov 7, 2011 . Franchise Tax Board Audits Sale of S Corp in 338(h)(10) Transaction . to make

338(h)(10) that provide guidance in certain multi-step transactions. [See T.D.

Nov 10, 2009 . I would like to use a 338(h)(10) election to be able to amortize the goodwill. . For

In a section 338(h)(10) election, the transaction is treated as an asset . The

Mar 19, 2009 . Section 338(h)(10) Election is considered an alternative election. . . Examples of

Accordingly, a § 338(h)(10) election can be made for a target only if the target is:

Mar 31, 2011 . Title: Increased Opportunities for Sec. 338(h)(10) Elections. Article: The Small

Feb 1, 2009 . 338(h)(10)1 election on the disposition of an insurance . Stock Sale With

338(h)(10) election step-transaction reorganization treatment should prevail. 554.

If a Section 338 (h)(10) election is made, A's purchase of T . Example. PCo's

To qualify for a Section 338(h)(10) election on the purchase of S corporation

S-corporation, a sale of stock subject to a 338(h)(10) election. . . As an example,

The following example will illustrate the care that must be taken to make an

Feb 1, 1995 . 338(h)(10) election interrelate. No examples are provided involving S

regulations, and illustrates through examples the application of section 197 in . ..

If a section 338(h)(10) election is made for the target, the target generally is

Another type of election, under section 338(h)(10), is, in more limited

§338(h)(10) Election (Deemed Asset Purchase): Sample Transaction #1 Results.

Dec 1, 2004 . Section 338(g)/(h)(10) Election . In case of §338(h)(10) election, T must be

themselves to various federal and state taxes that a straight stock sale — one

EXAMPLE OF AN ACQUISITION WITH A SECTION 338(h)(10) ELECTION . 11.

QSP & 338 Election. Ending Point. 100%. 100%. 100%. 100%. 100%. 100%.

A section 338(h)(10) election may be made for T if P acquires stock meeting the

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