26 U.S.C. § 1377
Section 1377 · Definitions and special rule
Current version, with additions and removals from the October 19, 1982 version.
For purposes of this subchapter—
For purposes of this subchapter—
(1) In general
(1) In general
Except as provided in paragraph (2), each shareholder's pro rata share of any item for any taxable year shall be the sum of the amounts determined with respect to the shareholder—
Except as provided in paragraph (2), each shareholder's pro rata share of any item for any taxable year shall be the sum of the amounts determined with respect to the shareholder—
(A) by assigning an equal portion of such item to each day of the taxable year, and
(A) by assigning an equal portion of such item to each day of the taxable year, and
(B) then by dividing that portion pro rata among the shares outstanding on such day.
(B) then by dividing that portion pro rata among the shares outstanding on such day.
(2) Election to terminate year
(2) Election to terminate year
(A) In general
(B) Affected shareholders
For purposes of subparagraph (A), the term “affected shareholders” means the shareholder whose interest is terminated and all shareholders to whom such shareholder has transferred shares during the taxable year. If such shareholder has transferred shares to the corporation, the term “affected shareholders” shall include all persons who are shareholders during the taxable year.
(1) In general
(1) In general
For purposes of this subchapter, the term “post-termination transition period” means—
For purposes of this subchapter, the term “post-termination transition period” means—
(A) the period beginning on the day after the last day of the corporation's last taxable year as an S corporation and ending on the later of—
(A) the period beginning on the day after the last day of the corporation's last taxable year as an S corporation and ending on the later of—
(i) the day which is 1 year after such last day, or
(i) the day which is 1 year after such last day, or
(B) the 120-day period beginning on the date of any determination pursuant to an audit of the taxpayer which follows the termination of the corporation's election and which adjusts a subchapter S item of income, loss, or deduction of the corporation arising during the S period (as defined in section 1368(e)(2)), and
(2) Determination defined
(2) Determination defined
For purposes of paragraph (1), the term “determination” means—
For purposes of paragraph (1), the term “determination” means—
(A) a court decision which becomes final,
(B) a closing agreement, or
(A) a determination as defined in section 1313(a), or
(3) Special rules for audit related post-termination transition periods
(A) No application to carryovers
Paragraph (1)(B) shall not apply for purposes of section 1366(d)(3).
(B) Limitation on application to distributions
Paragraph (1)(B) shall apply to a distribution described in section 1371(e) only to the extent that the amount of such distribution does not exceed the aggregate increase (if any) in the accumulated adjustments account (within the meaning of section 1368(e)) by reason of the adjustments referred to in such paragraph.
Any election under this subchapter, and any revocation under section 1362(d)(1), shall be made in such manner as the Secretary shall by regulations prescribe.
Any election under this subchapter, and any revocation under section 1362(d)(1), shall be made in such manner as the Secretary shall by regulations prescribe.