S corporation which underwent a federal tax exempt reorganization under IRC section 368(1)(a)(F) (an F Reorganization) should file its General Corporation Tax return for the entire tax year covering both the period before and after the F Reorganization. No short period returns should be filed. In the F Reorganization , the shareholders of the old subchapter S corporation contributed their shares in the old corporation to a new subchapter S corporation with the old subchapter S corporation becoming a qualified subchapter S subsidiary (a Q-Sub) of the new subchapter S corporation; the Q-Sub then merged into an LLC wholly owned by the new subchapter S corporation and disregarded for tax purposes, with that LLC being the surviving entity. Hence, before the F reorganization, the old subchapter S corporation owned its assets directly; after the F reorganization, the new subchapter S corporation wholly owned an LLC which in turn owned the old subchapter S corporation's assets. #15-4966 6/3/15
Sale of two cooperative apartments that had been used as a single residential dwelling for over 40 years, and that the purchasers, with board approval using a proposal obtained from an architect, intend to physically combine, should be treated as the sale of a single cooperative apartment subject to the lower tax rate schedule under Code section 11-2102(b)(1)(B)(i). #16-4977 6/9/16
Sale of a one family home with one office, categorized as tax Class 1 to reflect that the Property is used primarily for residential purposes, and having a building Code S1 (primarily 1 family with 1 store or office) consistent with the tax classification is taxed at a reduced rate of 1.425 percent when calculating the RPTT due upon the conveyance of the Property. In the absence of information suggesting the Department's classification of the Property as Class 1 is incorrect, that classification is controlling for RPTT purposes. #15-4975 5/13/16
Sale of real property by an LLC wholly-owned by an entity exempt from the Real Property Transfer Tax Code section 11-2016(b)(2), whose sole purpose is to own and hold the real property for the exempt entity, and whose members must act as the exempt entity directs, should be exempt from Real Property Transfer Tax. Similarly, transfer of real property to an LLC wholly-owned by an entity exempt from the Real Property Transfer Tax Code section 11-2016(b)(2), whose sole purpose is to own and hold the real property for the exempt entity, and whose members must act as the exempt entity directs, should be exempt from Real Property Transfer Tax. #15-4974 5/23/16