Majority Corporation owns 90% of Subsidiary Corporation’s stock and has a $45,000 basis in that stock. Mindy owns the other 10% and has a $5,000 basis in her stock. Subsidiary holds $20,000 cash and other assets having a $110,000 FMV and a $40,000 adjusted basis. Pursuant to a plan of liquidation, Subsidiary (1) distributes to Mindy assets having an $11,000 FMV and a $4,000 adjusted basis prior to the liquidation, (2) distributes to Majority assets having a $99,000 FMV and a $36,000 adjusted basis prior to the liquidation, and (3) distributes ratably to the two shareholders any cash remaining after taxes. Assume a 34% corporate tax rate and a 15% capital gains tax rate.
a. What are the tax consequences of the liquidation to Majority Corporation, Subsidiary Corporation, and Mindy?
b. Can you recommend a different distribution of assets that will produce better tax results than in Part a?