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Johanne transferred investment property to S&J Corporation in exchange for 60 percent of the S&J Corporation stock (60 shares valued at $115,000). The property's fair market value was $190,000 and its adjusted basis to Johanne was $60,000. The investment property was subject to a $75,000 mortgage that S&J Corporation assumed on the transfer (not treated as boot).

a. Assuming the transfer qualifies under §351, what is the amount and character of the gain Johanne must recognize on the exchange?
b. What is Johanne's basis in the S&J stock he received in the exchange?

User Kotauskas
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Final answer:

Johanne must recognize a capital gain of $75,000 which is the amount of the mortgage assumed by the S&J Corporation. Johanne's basis in the S&J stock received is $60,000, which is calculated by adding the gain

Step-by-step explanation:

Under Section §351 of the Internal Revenue Code, if a person transfers property to a corporation in exchange for its stock, and immediately after the exchange is in control of the corporation, usually defined as owning at least 80% of the stock, then no gain or loss is recognized. However, Johanne transferred property subject to a mortgage which the corporation assumed. This assumption of liability is treated as if Johanne received money, which means there is a potential for recognizing gain.

In Johanne's case, the gain realized on the exchange is the fair market value of the property ($190,000) minus the adjusted basis ($60,000), for a total realized gain of $130,000. However, the entire realized gain is not recognized because of §351. Since the mortgage of $75,000 is assumed by the corporation, it is treated as money received, and therefore, Johanne has to recognize gain to the extent of the liability assumed, which is $75,000. This is considered a capital gain, as it results from the increase in value of the invested property.

Johanne's basis in the S&J stock is the adjusted basis of the transferred property ($60,000) plus the gain recognized ($75,000), minus the mortgage assumed ($75,000). This gives Johanne a basis of $60,000 in the S&J stock received.

User Nakeuh
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