§6043 — Liquidating, etc., transactions
11 cases·11 cited
Statute Text — 26 U.S.C. §6043
Every corporation shall—
Within 30 days after the adoption by the corporation of a resolution or plan for the dissolution of the corporation or for the liquidation of the whole or any part of its capital stock, make a return setting forth the terms of such resolution or plan and such other information as the Secretary shall by forms or regulations prescribe; and
When required by the Secretary, make a return regarding its distributions in liquidation, stating the name and address of, the number and class of shares owned by, and the amount paid to, each shareholder, or, if the distribution is in property other than money, the fair market value (as of the date the distribution is made) of the property distributed to each shareholder.
Every organization which for any of its last 5 taxable years preceding its liquidation, dissolution, termination, or substantial contraction was exempt from taxation under section 501(a) shall file such return and other information with respect to such liquidation, dissolution, termination, or substantial contraction as the Secretary shall by forms or regulations prescribe; except that—
no return shall be required under this subsection from churches, their integrated auxiliaries, conventions or associations of churches, or any organization which is not a private foundation (as defined in section 509(a)) and the gross receipts of which in each taxable year are normally not more than $5,000, and
the Secretary may relieve any organization from such filing where he determines that such filing is not necessary to the efficient administration of the internal revenue laws or, with respect to an organization described in section 401(a), where the employer who established such organization files such a return.
If—
control (as defined in section 304(c)(1)) of a corporation is acquired by any person (or group of persons) in a transaction (or series of related transactions), or
there is a recapitalization of a corporation or other substantial change in the capital structure of a corporation,
when required by the Secretary, such corporation shall make a return (at such time and in such manner as the Secretary may prescribe) setting forth the identity of the parties to the transaction, the fees involved, the changes in the capital structure involved, and such other information as the Secretary may require with respect to such transaction.
For provisions relating to penalties for failure to file—
a return under subsection (b), see section 6652(c), or
a return under subsection (c), see section 6652(1).
1
1 So in original. Probably should be section “6652(l).”
Treasury Regulations
- Treas. Reg. §Treas. Reg. §1.6043-1 Return regarding corporate dissolution or liquidation
- Treas. Reg. §Treas. Reg. §1.6043-1(a) Requirement of returns.
- Treas. Reg. §Treas. Reg. §1.6043-1(b) Contents of return—(1) In general.
- Treas. Reg. §Treas. Reg. §1.6043-1(i) §1.6043-1(i)
- Treas. Reg. §Treas. Reg. §1.6043-2 Return of information respecting distributions in liquidation
- Treas. Reg. §Treas. Reg. §1.6043-2(a) Unless the distribution is one in respect of which information is required to be filed pursuant to § 1.
- Treas. Reg. §Treas. Reg. §1.6043-2(b) §1.6043-2(b)
- Treas. Reg. §Treas. Reg. §1.6043-3 Return regarding liquidation, dissolution, termination, or substantial contraction of organizations exempt from taxation under section 501(a)
- Treas. Reg. §Treas. Reg. §1.6043-3(a) In general—(1) Requirement to provide information.
- Treas. Reg. §Treas. Reg. §1.6043-3(b) Exceptions.
- Treas. Reg. §Treas. Reg. §1.6043-3(c) Penalties.
- Treas. Reg. §Treas. Reg. §1.6043-3(d) Definitions.
- Treas. Reg. §Treas. Reg. §1.6043-3(e) Effective/applicability date—(1) Generally.
- Treas. Reg. §Treas. Reg. §1.6043-4 Information returns relating to certain acquisitions of control and changes in capital structure
- Treas. Reg. §Treas. Reg. §1.6043-4(a) Information returns for an acquisition of control or a substantial change in capital structure—(1) General rule.
- Treas. Reg. §Treas. Reg. §1.6043-4(b) Information returns regarding shareholders—(1) General rule.
- Treas. Reg. §Treas. Reg. §1.6043-4(c) Acquisition of control of a corporation—(1) In general.
- Treas. Reg. §Treas. Reg. §1.6043-4(d) Substantial change in capital structure of a corporation—(1) In general.
- Treas. Reg. §Treas. Reg. §1.6043-4(e) Reporting by successor entity.
- Treas. Reg. §Treas. Reg. §1.6043-4(f) Receipt of property.
- Treas. Reg. §Treas. Reg. §1.6043-4(g) Penalties for failure to file.
- Treas. Reg. §Treas. Reg. §1.6043-4(h) Examples.
- Treas. Reg. §Treas. Reg. §1.6043-4(i) Effective/applicability date.
- Treas. Reg. §Treas. Reg. §1.6043-4(v) The first corporation or any shareholder of the first corporation is required to recognize gain (if any) under section 367(a) and the regulations, as a result of the transaction.
- Treas. Reg. §Treas. Reg. §301.6043-1 Returns regarding liquidation, dissolution, termination, or contraction
11 Citing Cases
See section 6043 for requirements relating to returns by corporations. Section 1.331-1(d), Income Tax Regs., does not impair our ultimate conclusion that a de facto liquidation did occur during the taxable year 1988 in the case at hand. Although section 1.331-1(d), Income Tax Regs., appears to complement section 6043 and section 1.6043-1, Income Tax Re