1. [LO 1] Discuss the difference between gain realization and gain recognition in a property transaction.
2. [LO 1] What information must a taxpayer gather to determine the amount realized in a property transaction?
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3. [LO 1] Distinguish between exclusion and deferral as it relates to a property transaction.
4. [LO 1] Contrast how a taxpayers tax basis in property received in a property transaction will be affected if the transaction results in gain exclusion versus gain deferral.
5. [LO 1] What information must a taxpayer gather to determine the adjusted basis of property exchanged in a property transaction?
6. [LO 2] Why does Congress allow tax deferral on the formation of a corporation?
7. [LO 2] List the key statutory requirements that must be met before a corporate formation is tax-deferred under §351.
8. [LO 2] What is the definition of control for purposes of §351? Why does Congress require the shareholders to control a corporation to receive tax deferral?
9. [LO 2] What is a substituted basis as it relates to stock received in exchange for property in a §351 transaction? What is the purpose of attaching a substituted basis to stock received in a §351 transaction?
10. [LO 2] Explain whether the receipt of boot by the shareholder in a §351 transaction causes the transaction to be fully taxable.
11. [LO 2] Explain whether a corporations assumption of shareholder liabilities will always constitute boot in a §351 transaction. .
12. [LO 2] How does the tax treatment differ in cases where liabilities are assumed with a tax avoidance purpose versus where liabilities assumed exceed basis? When would this distinction cause a difference in the tax consequences of the transactions?
13. [LO 2] What is a carryover basis as it relates to property received by a corporation in a §351 transaction? What is the purpose of attaching a carryover basis to property received in a §351 transaction?
14. [LO 2] Under what circumstances does property received by a corporation in a §351 transaction not receive a carryover basis? What is the reason for this rule?
15. [LO 2] How does a corporation depreciate an asset received in a §351 transaction in which no gain or loss is recognized by the transferor of the property?
16. [LO 2] Explain if the tax consequences are the same whether a shareholder contributes property to a corporation in a §351 transaction or as a capital contribution.
17. [LO 2] Why might a corporation prefer to characterize an instrument as debt rather than equity for tax purposes? Are the holders of the instrument indifferent as to its characterization for tax purposes?
18. [LO 2] Under what conditions is it advantageous for a shareholder to hold §1244 stock? Why did Congress bestow these tax benefits on holders of such stock?
19. [LO 3] Why does the acquiring corporation usually prefer to buy the target corporations assets directly in an acquisition?
20. [LO 3] Why do the shareholders of the target corporation usually prefer to sell the stock of the target corporation to the acquiring corporation?
