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PDtax, Certified Public Accountant (CPA)
Category: Tax
Satisfied Customers: 4677
Experience:  35 years tax experience, including four years at a Big 4 firm.
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An individual create know how such as recipes, operating

Customer Question

an individual create know how such as recipes, operating procedure, customized designes, marketing IT designed
1. Are the above consider intangible assets
2. If the individual owner (let's call him A) transfer the above assets to his C corporation (let's call it B) and then his C Corporation sold those assets to another company (let's call it D company). Does the owner's C corporation (B) has to pay taxes on the gain (Note that A own 80% of the D company as well). I heard if you sold intangible asset that you create to another company. the gain is exclude from include.
If there is one which rule is that?
Submitted: 1 year ago.
Category: Tax
Expert:  PDtax replied 1 year ago.

Hi from Just Answer. I'mCustomer

Some proprietary formulas, such as the recipe for Jello, Coca Cola, Kentucky Fried chicken, are patented and/or trademarked. Such legal creations are intangible assets.

Insights, procedures, are generally not considered intangibles, as their form is too nebulous. Processes can be.

If these items are transferred, and the process is salable to a related third party, it is unlikely that the sale could or should be for more than the original basis that owner A had when he transferred it in. A's basis in the assets must be the same as in B corp under IRC 351 (taxfree treatment is mandated). When C sells to D, and A owns 80% of D, the gain you mention can't be recognized for tax purposes.

The asset goes from B to D at the same basis as A had. A can not generate taxable gain in a sale from one corporation to another in his controlled group. 26 CFR 1.267(f)-1 - Controlled groups are the regs for IRC 267 which govern. You will find both the definition of the asset sale and the controlled groups that the reg applies to.

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