§1504 — Definitions

- 45 - On brief, the parties proceed on the assumption that section 1504(a) applies not only for 1984 but also for 1985 and 1986 and that amended section 1504(a) does not apply for 1985 and 1986.

At all times during the years at issue, PepsiCo was the common parent ofa group ofaffiliated corporations pursuant to section 1504.2 PepsiCo, together with its consolidated affiliates, is a leading global beverage, snack, and food company.

stockholder class voting requirements, the mandatory dividend provision, and the objectionable action provision affected the voting power of the Alumax class C common stock for purposes of section 1504(a), concludes that the “consolidation rules in IRC §1504 and related regulations were intended to ensure that the enterprises that are eligible for consolidatipn are operated as a single ‘business unit’ ” and that this “purpose was not achieved by Amax and Alumax between 1984 and 1986”.

While the 1977 stock redemption met the requirements of section 302, AVCO and Paul Revere had elected consolidated treatment, and thus the tax consequences of the stock redemption were determined under section 1504 and sections 1.1502-14(b)(l)(iii) and 1.1502-31(b)(2)(ii), Income Tax Regs.

Kolonaki's right to file a consolidated return depends on whether, during the year in issue, Kolonaki "owned directly", within the meaning of section 1504, at least 80 percent of the voting power of all classes of JAI stock.

Kolonaki's right to file a consolidated return depends on whether, during the year in issue, Kolonaki "owned directly", within the meaning of section 1504, at least 80 percent of the voting power of all classes of JAI stock.

Kolonaki's right to file a consolidated return depends on whether, during the year in issue, Kolonaki "owned directly", within the meaning of section 1504, at least 80 percent of the voting power of all classes of JAI stock.

IV 2017). 51 Codified as amended at 44 U.S.C. sec. 1507 (2012). 52 This provision has been described as “requiring filing as a condition precedent to validity”. James H. Ronald, “Publication of Federal Administrative Legislation”, 7 Geo. Wash. L. Rev. 52, 75 (1938). 81 is generally “sufficient” to give notice of its contents to an

finalized or signed by D&T. In the draft opinion, D&T reached the following conclusions: A. Deconsolidation. The sale ofthe Class B Voting Preferred Stock to Consultant [CS] should cause QHMC to break affiliation with Parent on the date ofsale under section 1504. 4°Wannell testified that it was not certain when he purchased his stock in 1997 that he would exercise his redemption rights at the first opportunity. We do not find this testimony to be credible, and we decline to rely upon it. - 96 -

nalized or signed by D&T. In the draft opinion, D&T reached the following conclusions: A. Deconsolidation. The sale of the Class B Voting Preferred Stock to Consultant [CS] should cause QHMC to break affiliation with Parent on the date of sale under section 1504. B. Tax Basis of Transferor’s QHMC Stock. 1. Parent’s [Quanex’s] transfer of cash and the assignment of certain MPB’s to Transferor [QS] constitutes an exchange governed by section 351. Transferor’s transfer of cash to QHMC in exchange f

at 57, states in relevant part : If one or more financial institutions are members of an affiliated group of corporations (as defined in section 1504 of the Code), then, even if the grou p files a consolidated return, each such institution must make a separate determination of interest expense allocable to tax-exempt interest, rather than a combined determination with the other members of the group .

at 57, states in relevant part: If one or more financial institutions are members of an affiliated group of corporations (as defined in section 1504 of the Code), then, even if the group files a consolidated return, each such institution must make a separate determination of interest expense allocable to tax-exempt interest, rather than a combined determination with the other members of the group.

1504.12 Amax owned one class of stock, and the Japanese shareholders owned a different class of stock. The four directors elected by Amax had two votes each. The two directors elected by the Japanese shareholders had one vote each. Thus, Amax controlled 80 percent of the directors’ votes. The Japanese shareholders could veto: (1) Mergers; (2)

1504.12 Amax owned one class of stock, and the Japanese shareholders owned a different class of stock. The four directors elected by Amax had two votes each. The two directors elected by the Japanese shareholders had one vote each. Thus, Amax controlled 80 percent of the directors’ votes. The Japanese shareholders could veto: (1) Mergers; (2)

(1999); see also Estate of Schwartz v. Commissioner, 83 T.C. 943, 953 (1984) 9 Sec. 1.1502-1(a) and (b), Income Tax Regs., defines “group” and “member” as follows: (a) Group. The term “group” means an affiliated group of corporations as defined in section 1504. See section 1.1502-75(d) as to when a group remains in existence. (b) Member. The term “member” means a corporation (including the common parent) which is included within such group. - 11 - (canons of statutory construction apply to inte

For 1985 and all relevant prior and subsequent years, GM filed a consolidated Federal income tax return, Form 1120, on a calendar year basis on behalf of GM and its consolidated affiliated subsidiaries within the meaning of section 1504.

United States and abroad. For 1985 and all relevant prior and subsequent years, GM filed a consolidated Federal income tax return, Form 1120, on a calendar year basis on behalf of GM and its consolidated affiliated subsidiaries within the meaning of section 1504. In 1985 and all relevant prior and subsequent years, General Motors Acceptance Corp. (GMAC), a wholly owned subsidiary of GM, was part of the GM group. GM and GMAC both maintain their books and records, and report their income for Feder

1552(a) provides that, pursuant to regulations prescribed by the Secretary, the earnings and profits of each member of an affiliated group, see sec.

mount would be used if the consolidated regular tax were greater than zero and less than $10,000. 19 Sec. 1552(a) provides that, pursuant to regulations prescribed by the Secretary, the earnings and profits of each member of an affiliated group, see sec. 1504, required to be included in a consolidated return for such group filed for a taxable year shall be determined by allocating the tax liability of the group for such year among the members of the group in accordance with one of several method

mount would be used if the consolidated regular tax were greater than zero and less than $10,000. 19 Sec. 1552(a) provides that, pursuant to regulations prescribed by the Secretary, the earnings and profits of each member of an affiliated group, see sec. 1504, required to be included in a consolidated return for such group filed for a taxable year shall be determined by allocating the tax liability of the group for such year among the members of the group in accordance with one of several method

During the tax year ending January 31, 1989, S&B was a member of an affiliated group of corporations, as defined under section 1504, and Thor was the common parent of that affiliated group.

ding June 30, 1988, 1989, 1990, and 1991, HEl owned stock of Waldorf II satisfying the requirements of section 1504(a)(2), and for each of these taxable years HEl and Waldorf II properly joined in the filing of a consolidated income tax return under section 1504. In a writing in lieu of a meeting of the Waldorf II board of directors dated December 18, 1987, the board adopted a resolution to borrow up to $175 million from GECC and pledge or grant a security interest in substantially all of its co