This playlist discusses Section 351 transactions, which allow individuals to defer the recognition of gain or loss when they transfer property to a corporation in exchange for the corporation's stock and have control of the corporation (80% of vote and value) immediately afterwards.
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The 3 Sources of Federal Tax Law in the U.S.
Federal tax law in the U.S. comes from 3 sources:
(1) Statutory
This includes the Internal Revenue Code (created by Con…
1
The Different Types of Business Entities in the U.S.
If you're starting a business in the U.S., you can choose from several entity types:
Sole proprietorship: the business…
2
Comparing Business Entity Types
This video compares the following business entity types:
1. Sole proprietorship
2. Partnership
3. S corporation
4. C cor…
3
Sole Proprietorships | Advantages and Disadvantages
It's easy to form a sole proprietorship, since you don't need to file articles of incorporation or create an LLC. Howev…
4
Partnerships | Advantages and Disadvantages
A partnership is easy to form, since you don't need to file articles of incorporation or create an LLC. However, partne…
5
C Corporations | Advantages and Disadvantages
A C corporation provides limited liability to its owners (shareholders), has an unlimited life, and is the best entity t…
6
S Corporations | Advantages and Disadvantages
An S corporation provides limited liability to shareholders just like a C corporation, but is only subject to one layer …
7
LLCs | Advantages and Disadvantages
An LLC (limited liability company) provides the limited liability of a corporation, but the ability to be taxed as a par…
8
Section 351 Transaction (U.S. Corporate Tax)
This video discusses the requirements for a Section 351 transaction. Section 351 of the U.S. tax code provides nonrecog…
9
Section 351 Transaction with the Transfer of Services (U.S. Corporate Tax)
This video discusses Section 351 transactions when one of the transferors contributes services to the corporation. If a…
10
Section 351 Transaction with Boot (U.S. Corporate Tax)
This video discusses how to account for a Section 351 transaction when one of the transferors receives boot. Boot refer…
11
Section 351 transaction with Section 357 liabilities (U.S. Corporate Tax)
This video discusses how to account for a Section 351 transaction when the transferor transfers liabilities to the corpo…
12
How to Calculate Transferor's Basis-- Section 351 (U.S. Corporate Tax)
This video explains how to calculate the transferor's basis in the stock received in a Section 351 transaction. The fo…
13
How to Allocate Basis to Multiple Classes of Stock-- Section 351 (U.S. Corporate Tax)
This video discusses how to allocate basis when the transferor receives multiple classes of stock in a Section 351 trans…
14
How to Determine Holding Period of Stock in a Section 351 Transaction (U.S. Corporate Tax)
This video explains how to determine the holding period for stock received by the transferor in a Section 351 transactio…
15
How to Calculate Corporation's Basis in a Section 351 Transaction (U.S. Corporate Tax)
This video explains how to determine the transferee corporation's basis in assets received in a Section 351 transaction.…
16
How to Calculate Corporation's Basis per Section 351 with a Built-in Loss (U.S. Corporate Tax)
This video explains how to calculate the transferee corporation's basis in assets received in a Section 351 transaction …
17
The 3 Accounting Methods for Corporate Tax Returns (U.S. Corporate Tax)
This video discusses 3 different accounting methods that are potentially available to corporate taxpayers: accrual acco…
18
3 Tax Advantages of Debt (U.S. Corporate Tax)
When deciding how to fund a corporation, there are advantages to using debt instead of equity.
The most important advan…
19
4 Tax Advantages of Using Equity (U.S. Corporate Tax)
Funding a corporation with rather is advantageous because the corporation gets a tax deduction for interest expense, but…
20
After-tax Cost of Debt vs. Equity (U.S. Corporate Tax)
When deciding whether to fund a corporation with debt or equity, it is important to compare the after-tax cost of debt a…
21
The 5 Factors of Section 385 for Classifying as Debt or Equity (U.S. Corporate Tax)
In some cases, the IRS may reclassify a corporation's debt as equity (e.g., if it believes the corporation is merely try…
22
Earnings Stripping (U.S. Corporate Tax)
Earnings stripping occurs when a foreign corporation in a low-tax jurisdiction lends money to a domestic subsidiary in a…
23
Section 1244 Stock (U.S. Corporate Tax)
A small corporation in the U.S. can designate up to $1 million of stock issued as Section 1244 stock.
The individuals…
24
Junk Bonds and Taxes: The AHYDO Rules (U.S. Corporate Tax)
U.S. corporations may be limited in their ability to deduct accrued interest on junk bonds.
A junk bond, which the U.S.…
25
E&P Earnings and Profits (U.S. Corporate Tax)
This video discusses the concept of E&P (Earnings and Profits) in corporate tax law. E&P is an account used to measure …
26
Current E&P vs. Accumulated E&P (U.S. Corporate Tax)
This video discusses the distinction between current E&P (Earnings and Profits) and accumulated E&P. Under Section 301 …
27
How to Allocate E&P to Multiple Distributions (U.S. Corporate Tax)
When a company has positive current E&P and positive accumulated E&P, any distributions are a dividend to the extent of …
28
Section 301 Nonliquidating Distribution (U.S. Corporate Tax)
This video discusses the tax consequences when a corporation makes a nonliquidating distribution to a shareholder under …
29
Qualified Dividends vs. Ordinary Dividends (U.S. Tax)
For noncorporate shareholders:
--qualified dividends are taxed at lower tax rates
--ordinary dividends are taxed as ordi…
30
Constructive Dividends (U.S. Tax)
When a corporation confers economic benefit on a shareholder, the IRS might reclassify the transaction as a constructive…
31
Limitations on the Dividends Received Deduction (U.S. Corporate Tax)
This video discusses several limitations on the Dividends Received Deduction.
Corporations that would normally receiv…
32
Dividends Received Deduction (U.S. Corporate Tax)
This video shows how to calculate the Dividends Received Deduction.
The Dividends Received Deduction is a tax deducti…
33
Section 305 Taxability of Stock Dividends (U.S. Corporate Tax)
This video discusses the taxability of stock dividends. Generally stock dividends are not taxable, but Section 305 of t…
34
Section 302 Redemptions (U.S. Corporate Tax)
This video discusses the various conditions under which a corporation's redemption of a shareholder's stock would qualif…
35
Redemptions vs. Dividends (U.S. Corporate Tax)
This video discusses the different tax treatment for a corporate redemption and a Section 301 corporate distribution. A…
36
Taxable Acquisitions in U.S. Corporate Tax
This video discusses the types and effects of taxable acquisitions in Corporate Tax. The acquiring corporation can eith…
37
Tax Free Reorganizations in U.S. Corporate Tax
This video provides an overview of the 7 types of tax-free reorganizations permitted under Section 368 of the U.S. tax c…
38
Type A Tax Free Reorganizations (U.S. Corporate Tax)
This video discusses the various forms of Type A tax-free reorganizations, lists the requirements for a Type A merger or…
39
Forward Triangular Merger Type A Tax Free Reorganization (U.S. Corporate Tax)
This video discusses the format, requirements, and benefits of a forward triangular merger. The forward triangular merg…
40
Reverse Triangular Merger Type A Tax Free Reorganization (U.S. Corporate Tax)
This video discusses the format, requirements, and benefits of a reverse triangular merger. The reverse triangular merg…
41
Type B Tax Free Reorganization (U.S. Corporate Tax)
This video discusses the format of a Type B tax-free reorganization, which allows one corporation to acquire another cor…
42
Type C Tax Free Reorganizations (U.S. Corporate Tax)
This video discusses the format and requirements for Type C tax-free reorganizations. In a Type C reorganization, the p…
43
Type D Acquisitive Tax Free Reorganization (U.S. Corporate Tax)
This video discusses an acquisitive Type D tax-free reorganization. Type D reorganizations can be either acquisitive or…
44
Spin-offs, Split-offs, and Split-ups (U.S. Corporate Tax)
This video shows the format of 3 different types of corporate reorganizations: spin-offs, split-offs, and split-ups. I…
45
Type D Divisive Reorganizations (U.S. Corporate Tax)
This video discusses divisive Type D tax-free reorganizations. Type D reorganizations can be either acquisitive or divi…
46
Consolidated Tax Return Requirements (U.S. Tax)
A group of corporations may elect to file a consolidated tax return. If the corporations make this election, they are t…
47
5 Advantages of Filing a Consolidated Tax Return (U.S. Tax)
A group of corporations may elect to file a consolidated tax return and be treated as a single taxpaying entity. Here a…
48
5 Disadvantages of Filing a Consolidated Tax Return (U.S. Tax)
A group of corporations may elect to file a consolidated tax return and be treated as a single taxpaying entity. Here a…
49
Excess Loss Account | Section 1502 (U.S. Tax)
When a parent corporation acquires a subsidiary corporation, the parent's basis in the subsidiary's stock is initially t…
50
Introduction to International Tax | U.S. Taxation
International taxation is about jurisdiction; in which country will the company's income be taxed?
International tax is…
51
Subpart F Income of Controlled Foreign Corporations | U.S. Taxation
U.S. companies have an incentive to shift profits to subsidiaries in low-tax countries. Congress has passed laws to pre…
52
GILTI (Global Intangible Low-taxed Income) | U.S. Taxation
To prevent U.S. firms from shifting profits overseas to avoid by giving intellectual property to foreign subsidiaries, t…
53
Base Erosion Anti-abuse Tax (BEAT) | U.S. Taxation
To prevent large U.S. corporations from shifting profits to low-tax countries, the Tax Cuts and Jobs Act of 2017 introdu…
54
Partnership Tax in the U.S.
This video provides an overview of how partnerships are taxed in the United States. It discusses:
-What a partnership i…
55
How to Calculate Outside Basis of a Partner
"Outside basis" refers to a partner's tax basis in their partnership interest. Outside basis is calculated as follows:
…
56
Inside Basis vs Outside Basis | Partnership
The concepts of inside basis and outside basis can be confusing.
"Inside basis" is the partnership's basis in its ass…
57
Tax Rules for S Corporations in the US
This video provides an overview of the tax rules for S corporations in the United States.
An S corporation is a busine…
58
Qualifying for S Corporation Status
A corporation can elect to be treated as an S corporation by filing Form 2553 with the IRS. But not all corporations me…
59
Making the Election to be an S Corporation
To make a valid election to be an S corporation, a corporation must meet the requirements for being an S corporation and…
60
How to Allocate Income and Losses for S Corporations
S corporations are flow-through entities, so income, losses, deductions, and credits flow through to the shareholders of…
61
Distributions to Shareholders of S Corporations
The tax treatment of distributions to shareholders of an S corporation depends on whether the S corporation has accumula…
62
S Corporation Property Distribution
When an S corporation distributes noncash property to a shareholder, the tax consequences differ based on whether the S …
63
How to Calculate Basis for S Corporation Stock
A shareholder's basis in S corporation stock is calculated by making a series of upward and downward adjustments to the …
64
S Corporation Indebtedness and Shareholder Basis
Whereas borrowing by a partnership generally increases a partner's basis, borrowing by an S corporation does not affect …
