LAW 7608 - Tax of Business Organizations

Although this course is devoted primarily to rules governing the taxation of corporations and their shareholders under Subchapter C of the Internal Revenue Code, there is limited coverage of the tax treatment of partners and partnerships under Subchapter K. With respect to corporate tax, topics include the treatment of initial capitalization transactions, corporate distributions, stock redemptions, taxable asset acquisitions, subsidiary and non-subsidiary liquidations, and corporate reorganizations (e.g., statutory mergers and consolidations). In the partnership tax context, students will address the treatment of capital contributions, partner capital accounts, partnership interests, the ramifications of partnership distributions, settlement of partner accounts, the impact of tax allocations, and the notion of “substantial economic effect.” Throughout the course, students will consider whether governing rules achieve Congress’s policy goals and the roles played by key judicial doctrines. Prerequisite: Federal Income Tax. This course is a core requirement for the Certificate in Taxation. This course is an approved elective for the Business Law certificate. Letter grade. 3 credits