On May 1 of the current year, Kiara, Victor, Pam, and Joe form Newco Corporation with the following contributions in return for common stock:

Transferor	Asset transferred to Newco	Basis to Transferror	FMV	Number of common shares issued
Kiara	Land Mortgage on land $60,000	$50,000	$100,000	400
Victor	Inventory	$25,000	$40,000	300
Pam	Van	$15,000	$10,000	50
Joe	Accounting Services	-0-	$10,000	100

Kiara purchased the land several years ago for $62,000. Victor also received a Newco Corporation note worth $10,000 due in three years. The note bears interest at a rate acceptable to the IRS. Pam also receives $5,000 cash. Pam purchased the van two years ago for $20,000.

Please write a detailed memo to the Newco Corp that addresses the following questions and explains your answers for each part.

a. Does the transaction satisfy the requirements of 351 for a tax-free incorporation? b. What are the amounts and character of the recognized gains or losses to Kiara, Victor, Pam, Joe and Newco Corporation? c. What is each shareholder's basis for his or her Newco Stock? When does the holding period for the stock begin for each shareholder? d. What is Newco Corporation's basis for the property and services it receives? When does its holding period begin for each property?