US Code

Public Law 119-73 (01/23/2026)

26 U.S.C. § 1504

Definitions

(a)

Affiliated group defined

For purposes of this subtitle—
(1)

In general

The term “affiliated group” means—
(A)
1 or more chains of includible corporations connected through stock ownership with a common parent corporation which is an includible corporation, but only if—
(B)
(i)
the common parent owns directly stock meeting the requirements of paragraph (2) in at least 1 of the other includible corporations, and
(ii)
stock meeting the requirements of paragraph (2) in each of the includible corporations (except the common parent) is owned directly by 1 or more of the other includible corporations.
(2)

80-percent voting and value test

The ownership of stock of any corporation meets the requirements of this paragraph if it—
(A)
possesses at least 80 percent of the total voting power of the stock of such corporation, and
(B)
has a value equal to at least 80 percent of the total value of the stock of such corporation.
(3)

5 years must elapse before reconsolidation

(A)

In general

If—
(i)
a corporation is included (or required to be included) in a consolidated return filed by an affiliated group, and
(ii)
such corporation ceases to be a member of such group,
with respect to periods after such cessation, such corporation (and any successor of such corporation) may not be included in any consolidated return filed by the affiliated group (or by another affiliated group with the same common parent or a successor of such common parent) before the 61st month beginning after its first taxable year in which it ceased to be a member of such affiliated group.
(B)

Secretary may waive application of subparagraph (A)

The Secretary may waive the application of subparagraph (A) to any corporation for any period subject to such conditions as the Secretary may prescribe.

(4)

Stock not to include certain preferred stock

For purposes of this subsection, the term “stock” does not include any stock which—
(A)
is not entitled to vote,
(B)
is limited and preferred as to dividends and does not participate in corporate growth to any significant extent,
(C)
has redemption and liquidation rights which do not exceed the issue price of such stock (except for a reasonable redemption or liquidation premium), and
(D)
is not convertible into another class of stock.
(5)

Regulations

The Secretary shall prescribe such regulations as may be necessary or appropriate to carry out the purposes of this subsection, including (but not limited to) regulations—
(A)
which treat warrants, obligations convertible into stock, and other similar interests as stock, and stock as not stock,
(B)
which treat options to acquire or sell stock as having been exercised,
(C)
which provide that the requirements of paragraph (2)(B) shall be treated as met if the affiliated group, in reliance on a good faith determination of value, treated such requirements as met,
(D)
which disregard an inadvertent ceasing to meet the requirements of paragraph (2)(B) by reason of changes in relative values of different classes of stock,
(E)
which provide that transfers of stock within the group shall not be taken into account in determining whether a corporation ceases to be a member of an affiliated group, and
(F)
which disregard changes in voting power to the extent such changes are disproportionate to related changes in value.
(b)

Definition of “includible corporation”

As used in this chapter, the term “includible corporation” means any corporation except—
(1)
Corporations exempt from taxation under section 501.
(2)
Insurance companies subject to taxation under section 801.
(3)
Foreign corporations.
(4)
Regulated investment companies and real estate investment trusts subject to tax under subchapter M of chapter 1.
(5)
A DISC (as defined in section 992(a)(1)).
(6)
An S corporation.
(c)

Includible insurance companies

Notwithstanding the provisions of paragraph (2) of subsection (b)—
(1)
Two or more domestic insurance companies each of which is subject to tax under section 801 shall be treated as includible corporations for purposes of applying subsection (a) to such insurance companies alone.
(2)
(A)
If an affiliated group (determined without regard to subsection (b)(2)) includes one or more domestic insurance companies taxed under section 801, the common parent of such group may elect (pursuant to regulations prescribed by the Secretary) to treat all such companies as includible corporations for purposes of applying subsection (a) except that no such company shall be so treated until it has been a member of the affiliated group for the 5 taxable years immediately preceding the taxable year for which the consolidated return is filed.
(B)
If an election under this paragraph is in effect for a taxable year—
(i)
section 243(b)(3) and the exception provided under section 243(b)(2) with respect to subsections (b)(2) and (c) of this section,
(ii)
section 542(b)(5), and
(iii)
subsection (a)(4) and (b)(2)(D) of section 1563, and the reference to section 1563(b)(2)(D) contained in section 1563(b)(3)(C),
shall not be effective for such taxable year.
(d)

Subsidiary formed to comply with foreign law

In the case of a domestic corporation owning or controlling, directly or indirectly, 100 percent of the capital stock (exclusive of directors’ qualifying shares) of a corporation organized under the laws of a contiguous foreign country and maintained solely for the purpose of complying with the laws of such country as to title and operation of property, such foreign corporation may, at the option of the domestic corporation, be treated for the purpose of this subtitle as a domestic corporation.

(e)

Includible tax-exempt organizations

Despite the provisions of paragraph (1) of subsection (b), two or more organizations exempt from taxation under section 501, one or more of which is described in section 501(c)(2) and the others of which derive income from such 501(c)(2) organizations, shall be considered as includible corporations for the purpose of the application of subsection (a) to such organizations alone.

(f)

Special rule for certain amounts derived from a corporation previously treated as a DISC

In determining the consolidated taxable income of an affiliated group for any taxable year beginning after , a corporation which had been a DISC and which would otherwise be a member of such group shall not be treated as such a member with respect to—
(1)
any distribution (or deemed distribution) of accumulated DISC income which was not treated as previously taxed income under section 805(b)(2)(A) of the Tax Reform Act of 1984, and
(2)
any amount treated as received under section 805(b)(3) of such Act.

Aug. 16, 1954, ch. 73668A Stat. 369Mar. 13, 1956, ch. 83, § 5(8)70 Stat. 49Pub. L. 85–866, title I, § 64(d)(3)72 Stat. 1657Pub. L. 86–69, § 3(f)(1)73 Stat. 140Pub. L. 86–376, § 2(c)73 Stat. 699Pub. L. 86–779, § 10(j)74 Stat. 1009Pub. L. 89–389, § 4(b)(3)80 Stat. 116Pub. L. 91–172, title I, § 121(a)(4)83 Stat. 537Pub. L. 92–178, title V, § 502(e)85 Stat. 550Pub. L. 94–455, title VIII, § 803(b)(3)90 Stat. 1584Pub. L. 95–600, title I, § 141(f)(4)92 Stat. 2795Pub. L. 96–222, title I, § 101(a)(7)(L)(i)(VIII)94 Stat. 199Pub. L. 98–369, div. A, title I, § 60(a)98 Stat. 577Pub. L. 99–514, title X, § 1024(c)(15)100 Stat. 2408Pub. L. 100–647, title I, § 1018(d)(10)102 Stat. 3581Pub. L. 101–508, title XI, § 11814(b)104 Stat. 1388–557Pub. L. 104–188, title I110 Stat. 1783Pub. L. 113–295, div. A, title II, § 221(a)(93)128 Stat. 4050Pub. L. 115–141, div. U, title IV, § 401(d)(1)(D)(xvii)(I)132 Stat. 1208(, ; , ; , , ; , , ; , , ; , , ; , , ; , , ; , , ; , title X, §§ 1051(g), 1053(d)(2), title XV, § 1507(a), , , 1646, 1649, 1739; , , ; , (iv)(II), , , 200; , title II, § 211(b)(20), , , 756; , (16), title XVIII, §§ 1804(e)(1), (10), 1899A(35), , , 2800, 2804, 2960; , , ; , , ; , §§ 1308(d)(2), 1702(h)(6), , , 1874; , , ; , , .)

Editorial Notes

References in Text

Pub. L. 98–369section 991 of this titleSection 805(b)(2)(A) and (3) of the Tax Reform Act of 1984, referred to in subsec. (f)(1), (2), is section 805(b)(2)(A) and (3) of , which is set out as a note under .

Amendments

Pub. L. 115–1412018—Subsec. (b)(4) to (8). redesignated pars. (6) to (8) as (4) to (6), respectively, and struck out former par. (4) which read as follows: “Corporations with respect to which an election under section 936 (relating to possession tax credit) is in effect for the taxable year.”

Pub. L. 113–2952014—Subsec. (a)(3)(A). struck out “for a taxable year which includes any period after ” after “affiliated group” in cl. (i) and struck out “in a taxable year beginning after ” after “such group” in cl. (ii).

Pub. L. 104–188, § 1308(d)(2)1996—Subsec. (b)(8). , added par. (8).

Pub. L. 104–188, § 1702(h)(6)Subsec. (c)(2)(B)(i). , inserted “section” before “243(b)(2)”.

Pub. L. 101–508, § 11814(b)1990—Subsec. (c)(2)(B)(i). , substituted “section 243(b)(3)” for “section 243(b)(6)” and “243(b)(2)” for “section 243(b)(5)”.

Pub. L. 100–647, § 1018(d)(10)(A)1988—Subsec. (b)(7). , amended par. (7) generally, striking out “, or any other corporation which has accumulated DISC income which is derived after ” after “in section 992(a)(1))”.

Pub. L. 100–647, § 1018(d)(10)(B)Subsec. (f). , added subsec. (f).

Pub. L. 99–514, § 1804(e)(1)1986—Subsec. (a)(4)(C). , amended subpar. (C) generally. Prior to amendment, subpar. (C) read as follows: “has redemption and liquidation rights which do not exceed the paid-in capital or par value represented by such stock (except for a reasonable redemption premium in excess of such paid-in capital or par value), and”.

Pub. L. 99–514, § 1024(c)(15)Subsec. (b)(2). , struck out “or 821” after “section 802”.

Pub. L. 99–514, § 1804(e)(10)Subsec. (b)(7). , amended par. (7) generally. Prior to amendment, par. (7) read as follows: “A DISC or former DISC (as defined in section 992(a)).”

Pub. L. 99–514, § 1899A(35)Subsec. (c)(2)(A). , struck out “or 821” after “section 801”.

Pub. L. 99–514, § 1024(c)(16), substituted “subsection (b)(2)) includes” for “subsection (b)(2) includes”.

Pub. L. 98–369, § 60(a)1984—Subsec. (a). , in amending subsec. (a), generally, revised existing provisions of subsec. (a) into pars. (1), (2), and (4), added pars. (3) and (5), revised definition of “affiliated group”, and expanded the enumeration of securities not included under term “stock”.

Pub. L. 98–369, § 211(b)(20)Subsecs. (b)(2), (c)(1), (2)(A). , substituted “section 801” for “section 802”.

Pub. L. 96–2221980—Subsec. (a). substituted “a tax credit employee stock ownership plan” for “an ESOP” and “employee” for “leveraged employee”.

Pub. L. 95–600l1978—Subsec. (a). substituted “(within the meaning for section 409A()) while such securities are held under an ESOP, or qualifying employer securities (within the meaning of section 4975(e)(8)) while such securities are held under a leveraged employee stock ownership plan which meets the requirements of section 4975(e)(7)” for “within the meaning of section 301(d)(9)(A) of the Tax Reduction Act of 1975, or qualifying employer securities within the meaning of section 4975(e)(8) while such securities are held under an employee stock ownership plan which meets the requirements of section 301(d) of such Act or section 4975(e)(7), respectively”.

Pub. L. 94–455, § 803(b)(3)1976—Subsec. (a). , substituted “dividends, employer securities within the meaning of section 301(d)(9)(A) of the Tax Reduction Act of 1976, or qualifying employer securities within the meaning of section 4975(e)(8) while such securities are held under an employee stock ownership plan which meets the requirements of section 301(d) of such Act or section 4975(e)(7), respectively” for “dividends” after “preferred as to”.

Pub. L. 94–455, § 1051(g)Subsec. (b)(4). , substituted “Corporations with respect to which an election under section 936 (relating to possession tax credit) is in effect for the taxable year” for “Corporations entitled to the benefits of section 931, by reason of receiving a large percentage of their income from sources within possessions of the United States” in par. (4).

Pub. L. 94–455, § 1053(d)(2)Subsec. (b)(5). , struck out par. (5) which included corporations organized under the China Trade Act, 1922, within term “includible corporation”.

Pub. L. 94–455, § 1507(a)Subsec. (c). , designated existing provisions as provision preceding par. (1) and par. (1), in provision preceding par. (1) as so designated, substituted “Notwithstanding the provisions” for “Despite the provisions”, in par. (1) as so designated, substituted “tax under section 802 shall be treated” for “taxation under the same section of this subtitle shall be considered” and added par. (2).

Pub. L. 92–1781971—Subsec. (b)(7). added par. (7).

Pub. L. 91–1721969—Subsec. (e). added subsec. (e).

Pub. L. 89–389section 1361 of this title1966—Subsec. (b)(7). struck out par. (7) exception to definition of “includible corporation” of unincorporated business enterprises subject to tax as corporations under .

Pub. L. 86–7791960—Subsec. (b)(6). inserted “and real estate investment trusts” after “Regulated investment companies”.

Pub. L. 86–691959—Subsec. (b)(2). struck out reference to section 811.

Pub. L. 86–376Subsec. (b)(8). struck out par. (8) which excepted an electing small business corporation from term “includible corporation”.

Pub. L. 85–8661958—Subsec. (b)(8). added par. (8).

1956—Subsec. (b)(2), Act , inserted reference to section 811.

Statutory Notes and Related Subsidiaries

Effective Date of 2014 Amendment

Pub. L. 113–295section 221(b) of Pub. L. 113–295section 1 of this titleAmendment by effective , subject to a savings provision, see , set out as a note under .

Effective Date of 1996 Amendment

section 1308(d)(2) of Pub. L. 104–188section 1317(a) of Pub. L. 104–188section 641 of this titleAmendment by applicable to taxable years beginning after , see , set out as a note under .

section 1702(h)(6) of Pub. L. 104–188Pub. L. 101–508, title XIsection 1702(i) of Pub. L. 104–188section 38 of this titleAmendment by effective, except as otherwise expressly provided, as if included in the provision of the Revenue Reconciliation Act of 1990, , to which such amendment relates, see , set out as a note under .

Effective Date of 1990 Amendment

Pub. L. 101–508section 243(b)(3) of this titlesection 243(b) of this titlesection 11814(c) of Pub. L. 101–508section 243 of this titleAmendment by applicable to taxable years beginning after , and for purposes of , references to elections under such section to include references to an election under as in effect on , see , set out as a note under .

Effective Date of 1988 Amendment

Pub. L. 100–647Pub. L. 99–514section 1019(a) of Pub. L. 100–647section 1 of this titleAmendment by effective, except as otherwise provided, as if included in the provision of the Tax Reform Act of 1986, , to which such amendment relates, see , set out as a note under .

Effective Date of 1986 Amendment

Pub. L. 99–514section 1024(e) of Pub. L. 99–514section 831 of this titleAmendment by section 1024(c)(15), (16) of applicable to taxable years beginning after , see , set out as a note under .

Pub. L. 99–514Pub. L. 98–369, div. Asection 1881 of Pub. L. 99–514section 48 of this titleAmendment by section 1804(e)(1), (10) of effective, except as otherwise provided, as if included in the provisions of the Tax Reform Act of 1984, , to which such amendment relates, see , set out as a note under .

Effective Date of 1984 Amendment

Pub. L. 98–369, div. A, title I, § 60(b)98 Stat. 579Pub. L. 99–514, § 2100 Stat. 2095

“(1)

In general .—

Except as otherwise provided in this subsection, the amendment made by subsection (a) [amending this section] shall apply to taxable years beginning after .
“(2)

Special rule for corporations affiliated on .—

In the case of a corporation which on , is a member of an affiliated group which files a consolidated return for such corporation’s taxable year which includes , for purposes of determining whether such corporation continues to be a member of such group for taxable years beginning before , the amendment made by subsection (a) [amending this section] shall not apply. The preceding sentence shall cease to apply as of the first day after , on which such corporation does not qualify as a member of such group under section 1504(a) of the Internal Revenue Code of 1954 [now 1986] (as in effect on the day before the date of the enactment of this Act []).
“(3)

Special rule not to apply to certain sell-downs after .—

If—
“(A)
the requirements of paragraph (2) are satisfied with respect to a corporation,
“(B)
more than a de minimis amount of the stock of such corporation—
“(i)
is sold or exchanged (including in a redemption), or
“(ii)
is issued,
after (other than in the ordinary course of business), and
“(C)
the requirements of the amendment made by subsection (a) are not satisfied after such sale, exchange, or issuance,
then the amendment made by subsection (a) [amending this section] shall apply for purposes of determining whether such corporation continues to be a member of the group. The preceding sentence shall not apply to any transaction if such transaction does not reduce the percentage of the fair market value of the stock of the corporation referred to in the preceding sentence held by members of the group determined without regard to this paragraph.
“(4)

Exception for certain sell-downs .—

Subsection (b)(2) (and not subsection (b)(3)) will apply to a corporation if such corporation issues or sells stock after , pursuant to a registration statement filed with the Securities and Exchange Commission on or before , but only if the requirements of the amendment made by subsection (a) [amending this section] (substituting ‘more than 50 percent’ for ‘at least 80 percent’ in paragraph (2)(B) of section 1504(a) of the Internal Revenue Code of 1986 [formerly I.R.C. 1954]) are satisfied immediately after such issuance or sale and at all times thereafter until the first day of the first taxable year beginning after . For purposes of the preceding sentence, if there is a letter of intent between a corporation and a securities underwriter entered into on or before , and the subsequent issuance or sale is effected pursuant to a registration statement filed with the Securities and Exchange Commission, such stock shall be treated as issued or sold pursuant to a registration statement filed with the Securities and Exchange Commission on or before .
“(5)

Native corporations.—

“(A)
43 U.S.C. 160143 U.S.C. 1606(h)(1) In the case of a Native Corporation established under the Alaska Native Claims Settlement Act ( et seq.), or a corporation all of whose stock is owned directly by such a corporation, during any taxable year (beginning after the effective date of these amendments and before 1992), or any part thereof, in which the Native Corporation is subject to the provisions of section 7(h)(1) of such Act ()—
“(i)
the amendment made by subsection (a) [amending this section] shall not apply, and
“(ii)
the requirements for affiliation under section 1504(a) of the Internal Revenue Code of 1986 before the amendment made by subsection (a) shall be applied solely according to the provisions expressly contained therein, without regard to escrow arrangements, redemption rights, or similar provisions.
“(B)
Except as provided in subparagraph (C), during the period described in subparagraph (A), no provision of the Internal Revenue Code of 1986 (including sections 269 and 482) or principle of law shall apply to deny the benefit or use of losses incurred or credits earned by a corporation described in subparagraph (A) to the affiliated group of which the Native Corporation is the common parent.
“(C)
Losses incurred or credits earned by a corporation described in subparagraph (A) shall be subject to the general consolidated return regulations, including the provisions relating to separate return limitation years, and to sections 382 and 383 of the Internal Revenue Code of 1986.
“(D)
Losses incurred and credits earned by a corporation which is affiliated with a corporation described in subparagraph (A) shall be treated as having been incurred or earned in a separate return limitation year, unless the corporation incurring the losses or earning the credits satisfies the affiliation requirements of section 1504(a) without application of subparagraph (A).
“(6)

Treatment of certain corporations affiliated on .—

In the case of an affiliated group which—
“(A)
has as its common parent a Minnesota corporation incorporated on , and
“(B)
has a member which is a New York corporation incorporated on ,
for purposes of determining whether such New York corporation continues to be a member of such group, paragraph (2) shall be applied by substituting for ‘,’ the earlier of , or the date on which the voting power of the preferred stock in such New York corporation terminates.
“(7)

Election to have amendments apply for years beginning after 1983 .—

If the common parent of any group makes an election under this paragraph, notwithstanding any other provision of this subsection, the amendments made by subsection (a) [amending this section] shall apply to such group for taxable years beginning after . Any such election, once made, shall be irrevocable.
“(8)

Treatment of certain affiliated groups .—

If—
“(A)
a corporation (hereinafter in this paragraph referred to as the ‘parent’) was incorporated in 1968 and filed consolidated returns as the parent of an affiliated group for each of its taxable years ending after 1969 and before 1985,
“(B)
another corporation (hereinafter in this paragraph referred to as the ‘subsidiary’) became a member of the parent’s affiliated group in 1978 by reason of a recapitalization pursuant to which the parent increased its voting interest in the subsidiary from not less than 56 percent to not less than 85 percent, and
“(C)
such subsidiary is engaged (or was on , engaged) in manufacturing and distributing a broad line of business systems and related supplies for binding, laminating, shredding, graphics, and providing secure identification,
then, for purposes of determining whether such subsidiary corporation is a member of the parent’s affiliated group under section 1504(a) of the Internal Revenue Code of 1954 [now 1986] (as amended by subsection (a)), paragraph (2)(B) of such section 1504(a) shall be applied by substituting ‘55 percent’ for ‘80 percent’.
“(9)

Treatment of certain corporations affiliated during 1971 .—

In the case of a group of corporations which filed a consolidated Federal income tax return for the taxable year beginning during 1971 and which—
“(A)
included as a common parent on , a Delaware corporation incorporated on , and
“(B)
included as a member thereof a Delaware corporation incorporated on ,
for taxable years beginning after , and ending before , the requirements for affiliation for each member of such group under section 1504(a) of the Internal Revenue Code of 1954 [now 1986] (before the amendment made by subsection (a) [amending this section]) shall be limited solely to the provisions expressly contained therein and by reference to stock issued under State law as common or preferred stock. During the period described in the preceding sentence, no provision of the Internal Revenue Code of 1986 (including sections 269 and 482) or principle of law, except the general consolidated return regulations (including the provisions relating to separate return limitation years) and sections 382 and 383 of such Code, shall apply to deny the benefit or use of losses incurred or credits earned by members of such group.”
, , , as amended by , title XVIII, § 1804(e)(2)–(5), , , 2800, provided that:

section 211(b)(20) of Pub. L. 98–369section 215 of Pub. L. 98–369section 801 of this titleAmendment by applicable to taxable years beginning after , see , set out as an Effective Date note under .

Effective Date of 1980 Amendment

Pub. L. 96–222Pub. L. 95–600section 201 of Pub. L. 96–222section 32 of this titleAmendment by effective, except as otherwise provided, as if it had been included in the provisions of the Revenue Act of 1978, , to which such amendment relates, see , set out as a note under .

Effective Date of 1978 Amendment

Pub. L. 95–600section 141(g)(1) of Pub. L. 95–600section 409 of this titleAmendment by effective with respect to qualified investment for taxable years beginning after , see , set out as a Effective Date note under .

Effective Date of 1976 Amendment

section 803(b)(3) of Pub. L. 94–455section 803(j) of Pub. L. 94–455section 46 of this titleAmendment by applicable for taxable years beginning after , see , set out as a note under .

section 1051(g) of Pub. L. 94–455section 1051(i) of Pub. L. 94–455section 27 of this titleAmendment by applicable to taxable years beginning after , see , set out as a note under .

Pub. L. 94–455, title X, § 1053(e)90 Stat. 1649

“The amendments made by subsections (a) and (b) [amending section 941 and 943 of this title] shall apply with respect to taxable years beginning after . The amendments made by subsections (c) and (d) [amending this section and sections 116, 6072, and 6091 of this title and repealing sections 941–943 of this title] shall apply with respect to taxable years beginning after .”
, , , provided that:

Pub. L. 94–455, title XV, § 1507(c)(1)90 Stat. 1740

“The amendments made by subsections (a) and (b) [amending this section and sections 821, 843, and 1503 of this title] shall apply to taxable years beginning after .”
, , , provided that:

Effective Date of 1971 Amendment

Pub. L. 92–178section 507 of Pub. L. 92–178section 991 of this titleAmendment by applicable with respect to taxable years ending after , except that a corporation may not be a DISC for any taxable year beginning before , see , set out as an Effective Date note under .

Effective Date of 1969 Amendment

Pub. L. 91–172section 121(g) of Pub. L. 91–172section 511 of this titleAmendment by applicable to taxable years beginning after , see , set out as a note under .

Effective Date of 1966 Amendment

Pub. L. 89–389, § 4(b)80 Stat. 116, , , provided that the amendment made by that section is effective on .

Effective Date of 1960 Amendment

Pub. L. 86–779section 10(k) of Pub. L. 86–779section 856 of this titleAmendment by applicable with respect to taxable years of real estate investment trusts beginning after , see , set out as an Effective Date note under .

Effective Date of 1959 Amendments

Pub. L. 86–376, § 2(d)73 Stat. 699

section 1371 of this titlesection 1374 of this title“The amendment made by subsection (a) [amending ] shall apply to taxable years beginning after . The amendments made by subsections (b) and (c) [amending this section and ] shall take effect on the day after the date of the enactment of this Act [].”
, , , provided that:

Pub. L. 86–69section 4 of Pub. L. 86–69section 381 of this titleAmendment by applicable only with respect to taxable years beginning after , see , set out as an Effective Date note under .

Effective Date of 1958 Amendment

Pub. L. 85–866section 64(e) of Pub. L. 85–866section 172 of this titleAmendment by applicable only with respect to taxable years beginning after , see , set out as a note under .

Effective Date of 1956 Amendment

section 316 of this titleAmendment by act , applicable only to taxable years beginning after , see section 6 of act , set out as a note set out under .

Savings Provision

Pub. L. 115–141section 401(e) of Pub. L. 115–141section 23 of this titleFor provisions that nothing in amendment by be construed to affect treatment of certain transactions occurring, property acquired, or items of income, loss, deduction, or credit taken into account prior to , for purposes of determining liability for tax for periods ending after , see , set out as a note under .

Pub. L. 101–508section 11821(b) of Pub. L. 101–508section 45K of this titleFor provisions that nothing in amendment by be construed to affect treatment of certain transactions occurring, property acquired, or items of income, loss, deduction, or credit taken into account prior to , for purposes of determining liability for tax for periods ending after , see , set out as a note under .

Repeal of Rules Permitting Loss Transfers by Alaska Native Corporations

Pub. L. 100–647, title V, § 5021102 Stat. 3666Pub. L. 101–239, title VII, § 7815(b)103 Stat. 2414

“(a)

General Rule .—

section 60(b)(5) of Pub. L. 98–369Nothing in section 60(b)(5) of the Tax Reform Act of 1984 (as amended by section 1804(e)(4) of the Tax Reform Act of 1986) [, set out as an Effective Date of 1984 Amendment note above]—
“(1)
shall allow any loss (or credit) of any corporation which arises after , to be used to offset the income (or tax) of another corporation if such use would not be allowable without regard to such section 60(b)(5) as so amended, or
“(2)
shall allow any loss (or credit) of any corporation which arises on or before such date to be used to offset disqualified income (or tax attributable to such income) of another corporation if such use would not be allowable without regard to such section 60(b)(5) as so amended.
“(b)

Exception for Existing Contracts.—

“(1)

In general .—

Subsection (a) shall not apply to any loss (or credit) of any corporation if—
“(A)
such corporation was in existence on , and
“(B)
such loss (or credit) is used to offset income assigned (or attributable to property contributed) pursuant to a binding contract entered into before .
“(2)

limitation $40,000,000 .—

The aggregate amount of losses (and the deduction equivalent of credits as determined in the same manner as under section 469(j)(5) of the 1986 Code) to which paragraph (1) applies with respect to any corporation shall not exceed $40,000,000. For purposes of this paragraph, a Native Corporation and all other corporations all of the stock of which is owned directly by such corporation shall be treated as 1 corporation.
“(3)

Special rule for corporations under title 11 .—

In the case of a corporation which on , was under the jurisdiction of a Federal district court under title 11 of the United States Code—
“(A)
paragraph (1)(B) shall be applied by substituting the date 1 year after the date of the enactment of this Act [] for ‘’,
“(B)
paragraph (1) shall not apply to any loss or credit which arises on or after the date 1 year after the date of the enactment of this Act, and
“(C)
paragraph (2) shall be applied by substituting ‘$99,000,000’ for ‘$40,000,000’.
“(c)

Special Administrative Rules.—

“(1)

Notice to native corporations of proposed tax adjustments .—

Notwithstanding section 6103 of the 1986 Code, the Secretary of the Treasury or his delegate shall notify a Native Corporation or its designated representative of any proposed adjustment—
“(A)
of the tax liability of a taxpayer which has contracted with the Native Corporation (or other corporation all of the stock of which is owned directly by the Native Corporation) for the use of losses of such Native Corporation (or such other corporation), and
“(B)
which is attributable to an asserted overstatement of losses by, or misassignment of income (or income attributable to property contributed) to, an affiliated group of which the Native Corporation (or such other corporation) is a member.
Such notice shall only include information with respect to the transaction between the taxpayer and the Native Corporation.
“(2)

Rights of native corporation.—

“(A)

In general .—

If a Native Corporation receives a notice under paragraph (1), the Native Corporation shall have the right to—
“(i)
submit to the Secretary of the Treasury or his delegate a written statement regarding the proposed adjustment, and
“(ii)
meet with the Secretary of the Treasury or his delegate with respect to such proposed adjustment.
  The Secretary of the Treasury or his delegate may discuss such proposed adjustment with the Native Corporation or its designated representative.
“(B)

Extension of statute of limitations .—

Subparagraph (A) shall not apply if the Secretary of the Treasury or his delegate determines that an extension of the statute of limitation[s] is necessary to permit the participation described in subparagraph (A) and the taxpayer and the Secretary or his delegate have not agreed to such extension.
“(3)

Judicial proceedings .—

In the case of any proceeding in a Federal court or the United States Tax Court involving a proposed adjustment under paragraph (1), the Native Corporation, subject to the rules of such court, may file an amicus brief concerning such adjustment.
“(4)

Failures .—

For purposes of the 1986 Code, any failure by the Secretary of the Treasury or his delegate to comply with the provisions of this subsection shall not affect the validity of the determination of the Internal Revenue Service of any adjustment of tax liability of any taxpayer described in paragraph (1).
“(d)

Disqualified Income Defined .—

For purposes of subsection (a), the term ‘disqualified income’ means any income assigned (or attributable to property contributed) after , by a person who is not a Native Corporation or a corporation all the stock of which is owned directly by a Native Corporation.
“(e)

Basis Determination .—

For purposes of determining basis for Federal tax purposes, no provision in any law enacted after the date of the enactment of this Act [] shall affect the date on which the transfer to the Native Corporation is made. The preceding sentence shall apply to all taxable years whether beginning before, on, or after such date of enactment.”
, , , as amended by , , , provided that:

Plan Amendments Not Required Until January 1, 1989

Pub. L. 99–514section 1140 of Pub. L. 99–514section 401 of this titleFor provisions directing that if any amendments made by subtitle A or subtitle C of title XI [§§ 1101–1147 and 1171–1177] or title XVIII [§§ 1800–1899A] of require an amendment to any plan, such plan amendment shall not be required to be made before the first plan year beginning on or after , see , as amended, set out as a note under .

Transaction Rules

Pub. L. 94–455, title XV, § 1507(c)(2)90 Stat. 1740Pub. L. 99–514, § 2100 Stat. 2095

“(A)

Limitations on carryovers or carrybacks for groups electing under section 1504()(2) c.—

If an affiliated group elects to file a consolidated return pursuant to section 1501(c)(2) of the Internal Revenue Code of 1986 [formerly I.R.C. 1954] a carryover of a loss or credit from a taxable year ending before , and losses or credits which may be carried back to taxable years ending before such date, shall be taken into account as if this section had not been enacted.
“(B)

Nontermination of affiliated group .—

The mere election to file a consolidated return pursuant to such section 1504(c)(2) shall not cause the termination of an affiliated group filing consolidated returns.”
, , , as amended by , , , provided that: