Liquidation
The liquidation of a corporation is generally treated as an exchange of a capital asset under the Internal Revenue Code. If a shareholder bought stock for $300 and receives $500 worth of property from a corporation in a liquidation, that shareholder would recognize a capital gain of $200. An exception is when a parent corporation liquidates a subsidiary, which is tax-free so long as the parent own more than 80% of the subsidiary. There are certain anti-abuse rules to avoid the engineering of losses in corporate liquidations.
Read more about this topic: Corporate Tax In The United States