Instructions For Form 8023 (Rev. October 2002) (Page 2 of 3) in pdf

determined without regard to the

to the other shareholders. If Form

that he or she is authorized to act on

exceptions contained in section

8023 is filed to make a section 338

behalf of the corporation.

1540(b).

election for a target that is or was a

A gain recognition election for the

controlled foreign corporation (CFC),

target also applies to any target

enter in Section C the name of the

affiliate that has the same acquisition

Specific Instructions

U.S. shareholder that owned the

date as the target and for which a

largest percentage (by value) of the

section 338 election is made. Attach

Employer identification number.

target’s stock immediately before the

a schedule with the information

An employer identification number

acquisition date. If two or more U.S.

requested above for each such target

(EIN) must be included for each

shareholders acquired equal amounts

affiliate.

corporation identified in Section A-1,

of target stock, enter the name of any

A-2, B, or C or on attached

one of them in Section C. On an

Signature(s)

schedules. An EIN is not required if

attached schedule, provide the

If the common parent of a

the corporation does not have, and is

information requested on this form for

consolidated group is the agent of the

not otherwise required to have, an

each U.S. shareholder other than the

purchasing corporation under

EIN.

one listed in Section C. If a U.S.

Regulations section 1.1502-77, the

Country of incorporation. When

shareholder is a member of a

person authorized to sign the

identifying the country of

consolidated group other than the

statement of section 338 election is

incorporation, include political

common parent, also provide the

the person authorized to act on behalf

subdivisions, if any.

name and EIN for the common parent

of that common parent.

of the U.S. shareholder’s group.

Tax year ending. The tax year

If a QSP of a target corporation is

ending date of any corporation is

Line 4b. Identifying number. Enter

made by two or more corporations

determined without regard to any

the social security number (SSN) for

that are members of the same

QSP.

an individual. Enter the EIN for a

affiliated (but not consolidated) group,

corporation.

Section A-1–Purchasing

Form 8023 must be signed by a

Section E–Elections Under

person authorized to sign on behalf of

Corporation

Section 338

each corporation.

If more than one member of an

If a section 338(h)(10) election is

affiliated group purchases stock of

Line 8. Gain recognition election. If

the target corporation listed in Section

made for an S corporation, Form

a gain recognition election is made

B (or identified on an attached

8023 must be signed by each S

for a target, it applies to the

schedule), enter in Section A-1 the

corporation shareholder regardless of

purchasing corporation and all

name of the corporation that acquired

whether the shareholder sells his

members of its affiliated group that

the largest percentage (by value) of

interest in target stock in the QSP.

hold nonrecently purchased target

the target’s stock in the QSP. If two

stock. (i.e., stock in the target

If multiple signatures are required,

or more affiliates acquired equal

acquired prior to the 12-month

the signatures must be provided on a

amounts of target stock, insert the

acquisition period). See Regulations

“SIGNATURE ATTACHMENT” to the

name of any one of them in Section

section 1.338-5(d). If a section

form under the appropriate

A-1. On an attached schedule,

338(h)(10) election is made for a

“declaration under penalties of

provide the information requested on

target, a gain recognition election is

perjury” (this is the statement that

this form for each purchasing

deemed made by each purchasing

appears on Form 8023 immediately

corporation other than the one listed

group member. If a gain recognition

above the relevant signature line).

in Section A-1. Also provide a

election is actually made (not deemed

Write “See attached” in the signature

schedule that lists which target stock

made) for a target corporation, attach

area of the Form 8023.

was acquired by each purchasing

a schedule providing the target

corporation.

corporation’s name and the name,

Special Instructions for

address, and EIN of each purchasing

Foreign Purchasing

Section A-2–Common Parent

group member holding nonrecently

Corporations

of the Purchasing

purchased stock. The schedule must

Unless otherwise specifically noted,

Corporation

also contain the following declaration

the general rules and requirements in

(or a substantially similar declaration):

If the purchasing corporation is a

these instructions apply to foreign

“EACH CORPORATION HOLDING

member of a consolidated group,

purchasing corporations.

STOCK SUBJECT TO THIS GAIN

complete Section A-2.

RECOGNITION ELECTION AGREES

Who must file. Generally, the

Section C–Common Parent

TO REPORT ANY GAIN UNDER

purchasing corporation must file Form

THE GAIN RECOGNITION

of Selling Consolidated

8023. However, the U.S.

ELECTION IN ITS FEDERAL

shareholders of controlled foreign

Group, Selling Affiliate, S

INCOME TAX RETURN (INCLUDING

purchasing corporations described in

Corporation Shareholder, or

AN AMENDED RETURN, IF

Regulations section 1.338-2(e)(3)

U.S. Shareholder

NECESSARY) FOR THE TAX YEAR

may make the section 338 election

IN WHICH THE ACQUISITION DATE

If Form 8023 is filed to make a

for the purchasing corporation. The

OF THE TARGET OCCURS.”

section 338(h)(10) election for a

shareholders may make this election

target that is an S corporation, the

The schedule must be signed on

only if the purchasing corporation is

information requested in Section C

behalf of each purchasing group

not required under Regulations

must be provided for each

member holding nonrecently

section 1.6012-2(g) to file a U.S.

shareholder of the S corporation

purchased target stock by a person

income tax return for the tax year that

target. Attach a schedule with respect

who states under penalties of perjury

includes the acquisition date.

-2-

Instructions For Form 8023 (Rev. October 2002) Page 2

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