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Accepted Patterns for Corporate Reorganization:Types A-G
The seven qualifying patterns of reorganization described in IRC section 368(a)(1)(A)
through (G), are as follows:
- Type A- a statutory merger or consolidation;
- Type B- the acquisition by one corporation, in exchange solely for all or a part
of its voting stock (or in exchange solely for all or a part of the voting stock
of a corporation which is in control of the acquiring corporation), of stock of
another corporation if, immediately after the acquisition, the acquiring corporation
has control of such other corporation (whether or not such acquiring corporation
had control immediately before the acquisition);
- Type C- the acquisition by one corporation, in exchange solely for all or a part
of its voting stock (or in exchange solely for all or a part of the voting stock
of a corporation which is in control of the acquiring corporation), of substantially
all of the properties of another corporation, but in determining whether the exchange
is solely for stock the assumption by the acquiring corporation of a liability of
the other, or the fact that property acquired is subject to a liability, shall be
disregarded.
- Type D- a transfer by a corporation of all or a part of its assets to another corporation
if immediately after the transfer the transferor, or one or more of its shareholders
(including persons who were shareholders immediately before the transfer), or any
combination thereof, is in control of the corporation to which the assets are transferred;
but only if, in pursuance of the plan, stock or securities of the corporation to
which the assets are transferred are distributed in a transaction which qualifies
under §§ 354, 355, or 356:
- Type E- a re-capitalization;
- Type F- a mere change in identity, form, or place of organization of one corporation,
however effected; or
- Type G- a transfer by a corporation of all or part of its assets to another corporation
in a Title 1 or similar case, but only if, in pursuance of the plan, stock or securities
of the corporation to which the assets are transferred are distributed in a transaction
which qualifies under Code §§ 354, 355, or 356.
Proceed to Classification of Accepted Patterns of Reorganization
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