Treasury Regulations (26 C.F.R.)
26 CFR § 1.381(c)(21)-1
Pre-1954 adjustments resulting from change in method of accounting.
# (a) Carryover requirement.
Section 381(c)(21) provides that, in a transaction to which section 381(a) applies, an acquiring corporation shall take into account the net amount of any adjustments described in section 481(b)(4) (relating to adjustments arising from changes in accounting methods initiated by the taxpayer attributable to pre-1954 Code years) of the distributor or transferor corporation to the extent that such net amount of such adjustments has not been taken into account in any taxable year, including a short taxable year, by the distributor or transferor corporation. The acquiring corporation shall take into account in each taxable year beginning with the taxable year ending after the date of distribution or transfer the net amount of such adjustments in the same manner and at the same time as such net amount would have been taken into account by the distributor or transferor corporation. Thus, the amount of any such adjustment which the acquiring corporation shall take into account in each taxable year shall be the same amount that would have been taken into account in each taxable year by the distributor or transferor corporation.
# (b)
This section may be illustrated by the following example:
Example.
On January 1, 1960, X Corporation, a calendar year taxpayer, voluntarily changed its method of accounting giving rise to a $50,000 adjustment under section 481(a), of which $20,000 is attributable to pre-1954 Code years. Under section 481(b)(4) the $20,000 adjustment is to be spread over 1960 and the following 9 years at the rate of $2,000 each year. On November 1, 1963, all the assets of X Corporation are acquired by Y Corporation in a transaction to which section 381(a) applies. Y Corporation reports its income on a fiscal year ending June 30. X and Y Corporations must take into account the $20,000 adjustment at the rate of $2,000 in each taxable year in the following time and manner:
| Calendar years 1960-62 ($2,000 × 3) | $6,000 | |
| Short taxable year ending Nov. 1, 1963 ($2,000 × 1) | 2,000 | $8,000 |
| Y Corporation | ||
| Fiscal years ending: | ||
| June 30, 1964 ($2,000 × 1) | 2,000 | |
| June 30, 1965-69 ($2,000 × 5) | 10,000 | 12,000 |
| 20,000 | ||
# (c) Successive transactions to which section 381(a) applies.
The provisions of this section shall apply in the case of successive transactions to which section 381(a) applies. Thus, if R Corporation, which was taking into account adjustments described in section 481(b)(4), distributes or transfers its assets to S Corporation in a transaction to which section 381(a) applies, and S Corporation was required to take into account any remaining portion of such adjustments under section 381(c)(21) and this section, and if subsequently S Corporation distributes or transfers its assets to T Corporation in a transaction to which section 381(a) applies, then T Corporation, under section 381(c)(21) and this section, shall take into account any remaining portion of such adjustments not previously taken into account by R and S Corporations.
# (d) Acquiring corporation not receiving all the assets.
The adjustments described in this section acquired from a distributor or transferor corporation by an acquiring corporation in a transaction to which section 381(a) applies is not reduced by reason of the fact that the acquiring corporation does not acquire 100 percent of the assets of the distributor or transferor corporation.
[T.D. 6553, 26 FR 2171, Mar. 15, 1961]
Source: view the official text
In this part (40 sections)
- 1.381(c)(1)-1 · Net operating loss carryovers in certain corporate…
- 1.381(c)(1)-2 · Net operating loss carryovers; two or more dates of…
- 1.381(c)(2)-1 · Earnings and profits.
- 1.381(c)(3)-1 · Capital loss carryovers.
- 1.381(c)(4)-1 · Method of accounting.
- 1.381(c)(5)-1 · Inventory method.
- 1.381(c)(6)-1 · Depreciation method.
- 1.381(c)(8)-1 · Installment method.
- 1.381(c)(9)-1 · Amortization of bond discount or premium.
- 1.381(c)(10)-1 · Deferred exploration and development expenditures.
- 1.381(c)(11)-1 · Contributions to pension plan, employees' annuity…
- 1.381(c)(12)-1 · Recovery of bad debts, prior taxes, or delinquency…
- 1.381(c)(13)-1 · Involuntary conversions.
- 1.381(c)(14)-1 · Dividend carryover to personal holding company.
- 1.381(c)(15)-1 · Indebtedness of certain personal holding companies.
- 1.381(c)(16)-1 · Obligations of distributor or transferor corporation.
- 1.381(c)(17)-1 · Deficiency dividend of personal holding company.
- 1.381(c)(18)-1 · Depletion on extraction of ores or minerals from the…
- 1.381(c)(19)-1 · Charitable contribution carryovers in certain…
- 1.381(c)(20)-1 · Carryforward of disallowed business interest.
- 1.381(c)(21)-1 · Pre-1954 adjustments resulting from change in method…
- 1.381(c)(22)-1 · Successor life insurance company.
- 1.381(c)(23)-1 · Investment credit carryovers in certain corporate…
- 1.381(c)(24)-1 · Work incentive program credit carryovers in certain…
- 1.381(c)(25)-1 · Deficiency dividend of a qualified investment entity.
- 1.381(c)(26)-1 · Credit for employment of certain new employees.
- 1.381(d)-1 · Operations loss carryovers of life insurance companies.
- 1.382-1 · Table of contents.
- 1.382-1T · Table of contents (temporary).
- 1.382-2 · General rules for ownership change.
- 1.382-2T · Definition of ownership change under section 382, as amended…
- 1.382-3 · Definitions and rules relating to a 5-percent shareholder.
- 1.382-4 · Constructive ownership of stock.
- 1.382-5 · Section 382 limitation.
- 1.382-6 · Allocation of income and loss to periods before and after the…
- 1.382-7 · Built-in gains and losses.
- 1.382-8 · Controlled groups.
- 1.382-9 · Special rules under section 382 for corporations under the…
- 1.382-10 · Special rules for determining time and manner of acquisition…
- 1.382-11 · Reporting requirements.