Redbud Corp. is considering the acquisition (for cash) of Sh…

Redbud Corp. is considering the acquisition (for cash) of Shumard Corp. It reviews two options: (1) Redbud purchases the assets from Shumard, or (2) Redbud purchases the Shumard stock and makes a Sec. 338 election shortly after the stock purchase. Assume Shumard’s balance sheet reflects substantial unrealized gains and that Shumard has no NOL or capital loss carryovers.   What advantages would Redbud realize if it purchased the assets directly, and what disadvantages would Shumard realize if it sold the assets to Redbud and then liquidated?   What is the most significant advantage for Redbud of making a Sec. 338 election with the purchase of the Shumard stock?   If Shumard incurred a significant NOL this year (that may not be carried back), would Redbud be more or less likely to make a Sec. 338 election? Why?

Cypress Corp. owns all of Elm Corp.’s stock. Both corporatio…

Cypress Corp. owns all of Elm Corp.’s stock. Both corporations use the accrual method of accounting, and they file a consolidated tax return. Elm provides property management services to Cypress. In so doing, Elm charges Cypress $80,000 for the services and incurs $50,000 of expenses to provide them.   How does this transaction affect the group’s consolidated taxable income?

Acacia Corp. was formed many years ago. Upon formation, it e…

Acacia Corp. was formed many years ago. Upon formation, it elected to use the cash method of accounting and adopted a calendar year-end. This year, it made an S election that became effective on January 1 and reported the following results:   • Acacia’s taxable income is $570,000. • Acacia had assets with an $810,000 fair value and a $230,000 adjusted basis on January 1. • Acacia collected all $300,000 of accounts receivables outstanding on January 1 of this year. The receivables had a zero adjusted basis. • Acacia sold equipment for $6,000. The equipment had a $4,500 fair value and a $3,000 adjusted basis on January 1. Acacia claimed $1,000 of MACRS depreciation on the equipment this year prior to the sale. • Acacia sold land (a Sec. 1231 asset) for a $40,000 gain. The land had a $70,000 fair value and a $50,000 adjusted basis on January 1. • Acacia paid $160,000 of accounts payable outstanding on January 1. All the payables are deductible expenses.   What is Acacia’s built-in gains tax liability? Be sure to show your work.

Magnolia Corp. is a calendar-year S corporation with one sha…

Magnolia Corp. is a calendar-year S corporation with one shareholder, Cristobal. Magnolia incurred the following items in 2024 and 2025:     On January 1, 2024, Magnolia had AAA and OAA balances of zero and accumulated E&P of $7,000. Also on January 1, 2024, Cristobal had a $15,000 stock basis and a $14,000 basis in debt he loaned to the corporation.   What stock basis and debt basis does Cristobal report at the end of 2024 and 2025?   What are the balances in each corporate account (AAA, accumulated E&P, and OAA) at the end of 2024 and 2025?   What (pass-through) items does Cristobal report in 2024 and 2025?

Maple Corp. and Pine Corp. file a consolidated tax return. I…

Maple Corp. and Pine Corp. file a consolidated tax return. In 2024, Maple began selling inventory items to Pine. Maple and Pine use the first-in, first-out (FIFO) inventory method. Maple’s profits on its 2024 inventory sales to Pine are $100,000. Pine’s sales to third parties during 2024 include inventory items that Maple sells to Pine during 2024 for a $35,000 profit; Pine sells these inventory items to third parties for a $20,000 profit. Pine’s inventory at the end of 2024 includes items that Maple sold to Pine for a $65,000 profit. Pine is deemed to sell these to third parties during 2025 due to its use of the FIFO method and realizes a $50,000 profit on their sale.   Maple’s profits on its 2025 inventory sales to Pine are $200,000. Pine’s sales to third parties during 2025 include items that Maple sells to Pine during 2025 for a $110,000 profit. Pine sells these inventory items to third parties for an $80,000 profit. Pine’s inventory at the end of 2025 includes items that Maple sold to Pine for a $90,000 profit.   The group’s consolidated taxable income before taking into account any adjustments for profits on intercompany inventory sales is $120,000 in 2024 and $330,000 in 2025. For simplicity, assume Maple and Pine have no other transactions in these two years.   What is the group’s consolidated taxable income for 2024?   What is the group’s consolidated taxable income for 2025?

Fay received 1,000 nonstatutory stock options (NSOs) when sh…

Fay received 1,000 nonstatutory stock options (NSOs) when she started working at Gumbo Co. At that time, the stock price was $11 per share. The options vest in two years, and each option gives her the right to purchase one share of stock for $10 per share. After three years, when the share price was $20 per share, she exercised all her options. More than one year later, Fay sold all her shares for $24 per share. Fay’s marginal tax rate on ordinary income is 32 percent, and her rate on income taxed at a preferential rate is 15 percent.   How much tax must Fay pay related to the options on the following dates?   Grant date – Vest date – Exercise date – Sale date – What is the amount and date of Gumbo’s tax deduction with respect to the NSOs?   Assume Fay is low on cash and must perform a cashless exercise to exercise her shares. What is the minimum number of shares she must sell to generate enough cash to exercise the options and pay any tax due on the exercise?   Assume that shortly after Fay was hired, Gumbo’s share price fell significantly and never recovered. What are the tax consequences associated with the NSOs, if any, for both Fay and for Gumbo if the stock options expire unused?