[Code of Federal Regulations]
[Title 26, Volume 4]
[Revised as of April 1, 2004]
From the U.S. Government Printing Office via GPO Access
[CITE: 26CFR1.367(b)-0]

[Page 289-290]
 
                       TITLE 26--INTERNAL REVENUE
 
    CHAPTER I--INTERNAL REVENUE SERVICE, DEPARTMENT OF THE TREASURY 
                               (CONTINUED)
 
PART 1_INCOME TAXES--Table of Contents
 
Sec. 1.367(b)-0  Table of contents.

    This section lists the paragraphs contained in Sec. Sec. 1.367(b)-1 
through 1.367(b)-6 and 1.367(b)-12.

                    Sec. 1.367(b)-1 Other transfers.

    (a) Scope.
    (b) General rules.
    (1) Rules.
    (2) Example.
    (c) Notice required.
    (1) In general.
    (2) Persons subject to section 367(b) notice.
    (3) Time and manner for filing notice.
    (i) United States persons described in Sec. 1.367(b)-1(c)(2).
    (ii) Foreign corporations described in Sec. 1.367(b)-1(c)(2).
    (4) Information required.
    (5) Abbreviated notice provision for shareholders that make the 
election described in Sec. 1.367(b)-3(c)(3).
    (6) Supplemental published guidance.

             Sec. 1.367(b)-2 Definitions and special rules.

    (a) Controlled foreign corporation.
    (b) Section 1248 shareholder.
    (c) Section 1248 amount.
    (1) Rule.
    (2) Examples.
    (d) All earnings and profits amount.
    (1) General rule.
    (2) Rules for determining earnings and profits.
    (i) Domestic rules generally applicable.
    (ii) Certain adjustments to earnings and profits.
    (iii) Effect of section 332 liquidating distribution.
    (3) Amount attributable to a block of stock.
    (i) Application of section 1248 principles.
    (A) In general.
    (1) Rule.
    (2) Example.
    (B) Foreign shareholders.
    (ii) Limitation on amounts attributable to holding periods 
determined under section 1223.
    (A) Rule.
    (B) Example.
    (iii) Exclusion of lower-tier earnings.
    (e) Treatment of deemed dividends.
    (1) In general.
    (2) Consequences of dividend characterization.
    (3) Ordering rules.
    (4) Examples.
    (f) Deemed asset transfer and closing of taxable year in certain 
section 368(a)(1)(F) reorganizations.
    (1) Scope.
    (2) Deemed asset transfer.
    (3) Other applicable rules.
    (4) Closing of taxable year.

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    (g) Stapled stock under section 269B.
    (h) Section 953(d) domestication elections.
    (1) Effect of election.
    (2) Post-election exchanges.
    (i) Section 1504(d) elections.
    (j) Sections 985 through 989.
    (1) Change in functional currency of a qualified business unit.
    (i) Rule.
    (ii) Example.
    (2) Previously taxed earnings and profits.
    (i) Exchanging shareholder that is a United States person.
    (ii) Exchanging shareholder that is a foreign corporation.
    (3) Other rules.
    (k) Partnerships, trusts and estates.

  Sec. 1.367(b)-3 Repatriation of foreign corporate assets in certain 
                      nonrecognition transactions.

    (a) Scope.
    (b) Exchange of stock owned directly by a United States shareholder 
or by certain foreign corporate shareholders.
    (1) Scope.
    (2) United States shareholder.
    (3) Income inclusion.
    (i) Inclusion of all earnings and profits amount.
    (ii) Examples.
    (iii)Recognition of exchange gain or loss with respect to capital. 
[Reserved]
    (4) [Reserved]
    (c) Exchange of stock owned by a United States person that is not a 
United States shareholder.
    (1) Scope.
    (2) Requirement to recognize gain.
    (3) Election to include all earnings and profits amount.
    (4) De minimis exception.
    (5) Examples.
    (d) Carryover of certain foreign taxes.
    (1) Rule.
    (2) Example.

 Sec. 1.367(b)-4 Acquisition of foreign corporate stock or assets by a 
       foreign corporation in certain nonrecognition transactions.

    (a) Scope.
    (b) Income inclusion.
    (1) Exchange that results in loss of status as section 1248 
shareholder.
    (i) Rule.
    (ii) Examples.
    (2) Receipt by exchanging shareholder of preferred or other stock in 
certain instances.
    (i) Rule.
    (ii) Examples.
    (3) Certain recapitalizations.
    (c) Exclusion of deemed dividend from foreign personal holding 
company income.
    (1) Rule.
    (2) Example.
    (d) Rules for subsequent exchanges.
    (1) In general.
    (2) Subsequent dispositions by a foreign acquiring corporation.
    (3) Examples.

    Sec. 1.367(b)-5 Distributions of stock described in section 355.

    (a) In general.
    (1) Scope.
    (2) Treatment of distributees as exchanging shareholders.
    (b) Distribution by a domestic corporation.
    (1) General rule.
    (2) Section 367(e) transactions.
    (3) Determining whether distributees are individuals.
    (4) Applicable cross-references.
    (c) Pro rata distribution by a controlled foreign corporation.
    (1) Scope.
    (2) Adjustment to basis in stock and income inclusion.
    (3) Interaction with Sec. 1.367(b)-2(e)(3)(ii).
    (4) Basis redistribution.
    (d) Non-pro rata distribution by a controlled foreign corporation.
    (1) Scope.
    (2) Treatment of certain shareholders as distributees.
    (3) Inclusion of excess section 1248 amount by exchanging 
shareholder.
    (4) Interaction with Sec. 1.367(b)-2(e)(3)(ii).
    (i) Limited application.
    (ii) Interaction with predistribution amount.
    (e) Definitions.
    (1) Predistribution amount.
    (2) Postdistribution amount.
    (f) Exclusion of deemed dividend from foreign personal holding 
company income.
    (g) Examples.

        Sec. 1.367(b)-6 Effective dates and coordination rules.

    (a) Effective date.
    (1) In general.
    (2) Exception.
    (b) Certain recapitalizations described in Sec. 1.367(b)-4(b)(3).
    (c) Use of reasonable method to comply with prior published 
guidance.
    (1) Prior exchanges.
    (2) Future exchanges.
    (d) Effect of removal of attribution rules.

Sec. 1.367(b)-12 Subsequent treatment of amounts attributed or included 
                               in income.

    (a) In general.
    (b) Applicable rules.
    (c) Effective date.

[T.D. 8862, 65 FR 3596, Jan. 24, 2000; 65 FR 66501, Nov. 6, 2000, as 
amended by T.D. 8937, 66 FR 2257, Jan. 11, 2001]

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