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If made, the amount of any such distribution would depend on a variety of factors including the payment of State and Federal taxes and other costs and liabilities associated with the dissolution of the Company.If EMRISE can make another liquidation dividend distribution to its stockholders, it would be the final such distribution, the amount would be minimal and it would only be made upon completion of the voluntary dissolution of the Company, which is currently scheduled to occur in July 2018.The Portfolio also discusses the tax treatment of liquidations before the repeal of that doctrine.

So what happens if a corporation (C Corp or S Corp) distributes property or stock other than cash to a departing shareholder?

C corporations are also subject to what is known as "double taxation." This type of tax treatment means that income and gains on property are taxed first at the corporate level and then again at the individual shareholder level for any dividends received.

The double taxation feature inherent in C corporations plays a special role in liquidation.

This process is known as liquidation and is necessary, even in cases when the corporation is being sold or converted into a different business structure.

As part of every liquidation, state and federal income, payroll and capital gains taxes must be paid at both the corporate and individual levels.

FREE TRIAL Tax Management Portfolio, Corporate Liquidations, No.

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