Ezel / IRS Rulings / 201003019

IRS treated a transaction as a reverse acquisition for SRLY purposes

Number
201003019
Outcome
Advice
Document type
Chief Counsel Advice
IRS subject
Definitions Relating to Corporate Reorganizations
Topics
Corporate transactions and reorganizations
Code sections
§ 368
Ruling dated
September 22, 2008
Publicly released
January 22, 2010
Source
View Official PDF

Apply this to your situation

This page covers legal advice the IRS Office of Chief Counsel wrote for IRS staff, issued in 2010, which can't be cited as precedent. Ask about your situation and see what the current Code and IRS guidance say, with citations.

Currency note: this determination was released in 2010
Statutory amendments, regulation changes, court decisions, or later IRS guidance may have changed the analysis since then. Treat this page as historical context, not current tax advice. Verify current law before relying on any specific rule, threshold, or position mentioned here.
Not precedent. Under 26 U.S.C. § 6110(k)(3), this written determination may not be used or cited as precedent. It is advice from the IRS Office of Chief Counsel to IRS personnel on the facts they presented, and identifying details were redacted by the IRS before release. The official IRS release (linked on this page as a PDF) is the authoritative source.
About this page: The plain-English summary and ruling snapshot below were written by Ezel based on the official IRS release. The full text is the IRS's own document.
View official IRS release (PDF)

Plain-English summary

Chief Counsel advice addressed interest deductions and a taxpayer's foreign arguments in connection with a corporate reorganization. The advice states that the IRS viewed the transaction as a reverse acquisition even though it did not technically fit that classification. On that view, the SRLY rules did not apply. The short release provides no further facts or analysis about the transaction.

Ruling snapshot

  • Question: Did the IRS view the transaction as a reverse acquisition, and did the SRLY rules apply?
  • Outcome: Advice given
  • Key authorities: IRC § 368

Full text (IRS public release)

ID: CCA-922120-08 Number: 201003019
Release Date: 1/22/2010
Office: ---------------------
UILC: 368.00-00

From: ---------------
Sent: Monday 9/22/2008 12:01 PM
To: --------------
Cc: ----------------------------
Subject: Interest Deductions

No, I don’t mind. However, I don’t know how helpful I’ll be in responding to TP’s foreign
arguments.

As to ------- point, we view the transaction as reverse acquisition even though it doesn’t
technically fit. In that case, the SRLY rules do not apply.

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