Corporations can fold either by dissolution or complete liquidation.
The basis of property (other than money) distributed by a partnership to a partner in liquidation of the partner’s interest shall be an amount equal to the adjusted basis of such partner’s interest in the partnership reduced by any money distributed in the same transaction. 105–34, § 1061(a), amended heading and text of subsec. Prior to amendment, text read as follows: “The basis of distributed properties to which subsection (a)(2) or subsection (b) is applicable shall be allocated— “(1) first to any unrealized receivables (as defined in section 751(c)) and inventory items (as defined in section 751(d)(2)) in an amount equal to the adjusted basis of each such property to the partnership (or if the basis to be allocated is less than the sum of the adjusted bases of such properties to the partnership, in proportion to such bases), and “(2) to the extent of any remaining basis, to any other distributed properties in proportion to their adjusted bases to the partnership.” Subsec. It is not guaranteed to be accurate or up-to-date, though we do refresh the database weekly.Long-term capital gains apply if the holding period is at least one year and a day from the trade date.Conversely, if an investor does not recover the total investment, she can report a capital loss.If the property held by a distributed corporation is stock in a corporation which the distributed corporation controls, this subsection shall be applied to reduce the basis of the property of such controlled corporation. This subsection shall be reapplied to any property of any controlled corporation which is stock in a corporation which it controls. This means that if the difference between the fair market value of the stock and its adjusted base – the price of the stock minus broker or commission fees – is zero, no tax is due on the amount.