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At the beginning of year 1, Bill and Cindy form an S-corp andare equal shareholders, each gave $5,000 in exchange for stock.Cindy loaned the corp another $5,000 on June 30th of year. Thecorporation had an ordinary loss in its first year of $12,000 andordinary income in its second year of $15,000. Assume that allparties use a calendar based taxable year and that neither thepassive nor at-risk limitations are applicable. If theS-corporation also made a $12,000 distribution on Oct 30th of year1 (split equally between the shareholders as generally required bythe one-class of stock rule), then what are the tax impacts of thedistribution?

A. Both will recognize a short-term capital gain of $1,000 on thedistribution and each of their bases in the S-corporation’s stockis reduced to $0. Bill may not deduct any of the first year losswhile Cindy may deduct $5,000 of it.

B. Bill recognizes a short-term capital gain of $1,000 on thedistribution, his basis in stock is reduced to $0, and he cannotrecognize any of the first year loss. Cindy recognizes no gain onthe distribution, which reduces her basis in stock to $0 and herbasis in debt to $4,000. She may then deduct $4,000 of the firstyear loss, which reduces her debt basis to $0.

C. Bill recognizes $5,000 of the first year loss, which reduces hisbasis to $0. He then recognizes a $6,000 short-term capital gain onthe distribution. Cindy recognizes $6,000 of the first year loss,which reduces her stock basis to $0 and her debt basis to $4,000.She then recognizes a $2,000 capital gain on the distribution inexcess of her debt basis.

D. Bill recognizes $5,000 of the first year loss, which reduces hisbasis to $0. He then recognizes a $6,000 short-term capital gain onthe distribution. Cindyl recognizes $6,000 of the first year loss,which reduces her stock basis to $0 and her debt basis to $4,000.She then recognizes a $6,000 capital gain on the distribution,because debt basis cannot be reduced for distributions with respectto the stock of the S-corporation.

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Nestor Rutherford
Nestor RutherfordLv2
28 Sep 2019

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