Discuss the tax consequences of the following corporate reorganizations:

Adobe Corporation and Tyler Corporation merge under Florida law. Tyler shareholders receive for their Tyler stock$$ $$300,000$ of Adobe common stock and$$ $$700,000$ of Adobe securities$.$

The use of a relatively large amount of debt and small amount of common stock could render the transaction...

a$.)$ nontaxable

b$.)$ taxable

Alabama Corporation exchanges$$ $$1$ million of its voting common stock for all the noncash assets of Texas Corporation. The transaction meets all requirements of a Type C reorganization. Alabama then splits the acquired business into two operating$$ divisions: meat packing and meat distribution. Alabama retains the meat packing$$ division's assets and continues its activities but sells for cash the assets of the meat distribution division. The meat distribution$$ division's assets constitute$40\%$ of$$ Texas's noncash assets. The transaction...

a$.)$ does not satisfy

b$.)$ satisfies

the continuity of business enterprise doctrine. The sale of the meat distribution$$ division's assets may lead the IRS to question whether Alabama has acquired $...$

a$.)$ approximetly $80\%$

b$.)$ substantially all

of Texas$$ Corporation's assets$$ because, at$$ most, $...$

a$.)40\%$

b$.)60\%$

c$.)80\%$

d$.)100\%$

of the assets have been retained.

Parent Corporation transfers$$ $$500,000$ of investment securities to Subsidiary Corporation in exchange for all its single class of stock. The Subsidiary stock is exchanged for$$ one$-$third of the stock held by each of$$ Parent's shareholders. Six months after the$$ reorganization, Subsidiary distributes the investment securities to its shareholders pursuant to the liquidation of Subsidiary.

This transaction $...$

a$.)$ does not meet

b$.)$ meets

the statutory requirements of the IRC for a reorganization and failed to satisfy $...$

a$.)$ the business purpose judicial doctrine

b$.)$ the continuity of business enterprise judicial doctrine

c$.)$ the continuity of proprietary interest judicial doctrine

d$.)$ the step transaction doctrine

The transaction...

a$.)$ fails the requierements

b$.)$ meets the requirements

that each corporation conduct a trade or business immediately after the exchange. The distribution of the stock probably...

a$.)$ will be taxed

b$.)$ will not be taxed

under the general liquidation rules of Sec. $331$ or stock redemption rules of Sec. $302$ instead of the Sec. $355$ distribution rules.