Multi-Year Reporting Requirements for Corporate Separations and Related Transactions, 4687-4691 [2025-00312]

Agencies

• Internal Revenue Service
• DEPARTMENT OF THE TREASURY

[Federal Register Volume 90, Number 10 (Thursday, January 16, 2025)]
[Proposed Rules]
[Pages 4687-4691]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-00312]


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DEPARTMENT OF THE TREASURY

Internal Revenue Service

26 CFR Part 1

[REG-116085-23]
RIN 1545-BR00


Multi-Year Reporting Requirements for Corporate Separations and 
Related Transactions

AGENCY: Internal Revenue Service (IRS), Treasury.

ACTION: Notice of proposed rulemaking.

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SUMMARY: This document contains proposed regulations that would require 
multi-year tax reporting for corporate separations and related 
transactions. The information to be reported under these proposed 
regulations would establish the taxpayer's position that the corporate 
separation and related transactions qualify for nonrecognition 
treatment under subchapter C of the Internal Revenue Code. The proposed 
regulations would affect corporations and their shareholders and 
security holders. Proposed regulations regarding certain matters 
relating to corporate separations, incorporations, and reorganizations 
qualifying for nonrecognition of gain or loss are published elsewhere 
in the Proposed Rules section of this issue of the Federal Register.

DATES: Written or electronic comments and requests for a public hearing 
must be received by March 17, 2025.

ADDRESSES: Commenters are strongly encouraged to submit public comments 
on these proposed regulations and the related form and instructions 
electronically via the Federal eRulemaking Portal at https://www.regulations.gov (indicate IRS and REG-116085-23) by following the 
online instructions for submitting comments. Requests for a public 
hearing must be submitted as prescribed in the ``Comments and Requests 
for a Public Hearing'' section. Once submitted to the Federal 
eRulemaking Portal, comments cannot be edited or withdrawn. The 
Department of the Treasury (Treasury Department) and the IRS will 
publish for public availability any comments to the IRS's public 
docket. Send paper submissions to CC:PA:01:PR (REG-116085-23), Room 
5203, Internal Revenue Service, P.O. Box 7604, Ben Franklin Station, 
Washington, DC 20044.

FOR FURTHER INFORMATION CONTACT: Concerning the proposed regulations, 
Barrett D. Cappadonna at (202) 317-6975 (not a toll-free number); 
concerning submissions of comments and requests for a hearing, contact 
the Publications and Regulations branch at (202) 317-6901 (not a toll-
free number) or by email to [email protected] (preferred).

SUPPLEMENTARY INFORMATION:

Authority

    This document contains proposed regulations under section 355 of 
the Internal Revenue Code (Code) that would amend the Income Tax 
Regulations (26 CFR part 1) by substantially revising the information 
reporting requirements of Sec.  1.355-5 (proposed regulations). The 
proposed regulations are issued under the express delegation of section 
7805(a) of the Code, which authorizes the Secretary to ``prescribe all 
needful rules and regulations for the enforcement of [the Code], 
including all rules and regulations as may be necessary by reason of 
any alteration of law in relation to internal revenue.''

Background

I. Overview of Section 355

    Section 355(a)(1) provides that, if certain requirements are met, a 
distribution of stock, or stock and securities, of one or more 
controlled corporations by a distributing corporation to the 
distributing corporation's shareholders, or to the distributing 
corporation's shareholders and security holders, may be received by the 
distributees without the distributees recognizing gain or loss or 
including any amount in income (section 355 transaction). Section 
355(c) generally provides that no gain or loss is recognized to a 
distributing corporation upon a distribution of qualified property that 
is not in pursuance of a plan of reorganization (section 355(c) 
distribution). Section 355(c)(2)(B) defines ``qualified property'' as 
any stock or securities in a controlled corporation. If, in addition to 
the distribution of qualified property, the distributing corporation 
distributes other property in the section 355 transaction and the fair 
market value of that other property exceeds the distributing 
corporation's adjusted basis in that other property, gain is recognized 
to the distributing

[[Page 4688]]

corporation as if the property were sold to the distributee at its fair 
market value. See section 355(c)(2)(A).
    Taxpayers also may carry out a section 355 transaction as part of a 
transaction that qualifies as a reorganization under section 
368(a)(1)(D) or (G) of the Code and to which neither section 354 of the 
Code nor so much of section 356 of the Code as relates to section 354 
applies (divisive reorganization). A transfer by a distributing 
corporation of part of its assets to a controlled corporation is a 
divisive reorganization if, immediately after the transfer, one or more 
of the distributing corporation's shareholders (including persons who 
were shareholders immediately before the transfer) have control (as 
defined in section 368(c)) of the controlled corporation and if, 
pursuant to the plan of reorganization, stock or securities of the 
controlled corporation are distributed in a transaction that qualifies 
under section 355.
    Section 361(c) of the Code generally provides that no gain or loss 
is recognized to a distributing corporation upon a distribution of 
qualified property in pursuance of a plan of reorganization. Section 
361(c)(2)(B) defines ``qualified property'' as (i) any stock, right to 
acquire stock, or obligation (including a security) of the distributing 
corporation, or (ii) any stock, right to acquire stock, or obligation 
(including a security) of a controlled corporation received by the 
distributing corporation as part of the divisive reorganization. If, in 
addition to the distribution of qualified property, the distributing 
corporation distributes other property as part of a divisive 
reorganization and the fair market value of that other property exceeds 
the distributing corporation's adjusted basis in that other property, 
gain is recognized to the distributing corporation as if the property 
were sold to the distributee at its fair market value. See section 
361(c)(2)(A).

II. Current Reporting Requirements for Section 355 Transactions

    Section 1.355-5(a)(1) currently requires the distributing 
corporation to report a section 355 transaction to the IRS by including 
a statement with the distributing corporation's Federal income tax 
return for the year of the section 355 transaction (Sec.  1.355-5(a) 
statement). The Sec.  1.355-5(a) statement must include: (i) the name 
and employer identification number (if any) of the controlled 
corporation; (ii) the name and taxpayer identification number (if any) 
of every ``significant distributee'' (as defined in Sec.  1.355-
5(c)(1)); (iii) the date of the section 355 transaction; (iv) the 
aggregate fair market value and basis, determined immediately before 
the section 355 transaction, of the stock, securities, or other 
property (including money) distributed by the distributing corporation; 
and (v) the date and control number of any private letter ruling(s) 
issued by the IRS in connection with the section 355 transaction.
    If the distributing corporation is a controlled foreign corporation 
within the meaning of section 957 of the Code (CFC), each United States 
shareholder (within the meaning of section 951(b) of the Code) with 
respect to the CFC must include a Sec.  1.355-5(a) statement on or with 
its return. See Sec.  1.355-5(a)(1). If the distributing corporation 
transfers assets to a controlled corporation in a transaction described 
in a divisive reorganization, then the distributing corporation (or, if 
the distributing corporation is a CFC, each United States shareholder) 
also must include the statement required by Sec.  1.368-3(a) on or with 
its return for the year of the section 355 transaction. See Sec.  
1.355-5(a)(2).
    Section 1.355-5(b) currently imposes requirements similar to those 
in Sec.  1.355-5(a) upon significant distributees. More specifically, 
Sec.  1.355-5(b)(1) requires every significant distributee to include a 
statement on or with the significant distributee's return for the year 
in which the section 355 transaction is received (Sec.  1.355-5(b) 
statement). The Sec.  1.355-5(b) statement must include: (i) the names 
and employer identification numbers (if any) of the distributing and 
controlled corporations; (ii) the date of the section 355 transaction; 
(iii) the aggregate basis, determined immediately before the section 
355 transaction, of any stock or securities transferred by the 
significant distributee in the transaction; and (iv) the aggregate fair 
market value, determined immediately before the section 355 
transaction, of the stock, securities, or other property (including 
money) received by the significant distributee in the section 355 
transaction. If a significant distributee is a CFC, each United States 
shareholder with respect to the CFC must include this statement on or 
with the United States shareholder's return.
    Section 1.355-5(d) currently imposes substantiation requirements. 
More specifically, Sec.  1.355-5(d) requires taxpayers to retain their 
permanent records (specifically including information regarding the 
amount, basis, and fair market value of all property distributed or 
exchanged in the section 355 transaction, and relevant facts regarding 
any liabilities assumed or extinguished as part of the section 355 
transaction) and make those records available to any authorized IRS 
officers and employees. See Sec.  1.6001-1(e).

Explanation of Provisions

    The Treasury Department and the IRS are of the view that enhancing 
the reporting requirements for section 355 transactions would improve 
the IRS's ability to administer section 355 (and related provisions of 
the Code) to ensure that transactions intended to qualify under section 
355 (and such related provisions) satisfy the requirements for 
nonrecognition treatment. Accordingly, these proposed regulations would 
revise Sec.  1.355-5 to require all covered filers, as defined in 
proposed Sec.  1.355-5(b)(1), to file with the IRS an annual report 
with regard to each section 355 transaction (Form 7216, Multi-Year 
Reporting Related to Section 355 Transactions) that would be attached 
to the covered filer's Federal income tax return.
    For purposes of the proposed regulations, the term ``section 355 
transaction'' includes both divisive reorganizations and section 355(c) 
distributions. The term ``covered filer'' would include, with regard to 
any section 355 transaction: (i) a distributing corporation or a person 
that, immediately before the first distribution, was a United States 
shareholder (within the meaning of section 951(b)) with respect to a 
controlled foreign corporation (within the meaning of section 957 of 
the Code, but determined without applying subparagraphs (A), (B), and 
(C) of section 318(a)(3) of the Code) that is the distributing 
corporation; (ii) a controlled corporation or a person that, 
immediately before the first distribution, was a United States 
shareholder with respect to a controlled foreign corporation that is 
the controlled corporation; (iii) a significant distributee or a person 
that, immediately before the first distribution, was a United States 
shareholder with respect to a controlled foreign corporation that is a 
significant distributee; or (iv) any other person required by the 
Commissioner of Internal Revenue (Commissioner) to file Form 7216 (or 
any successor form) in instructions, guidance, or publications 
published in the Internal Revenue Bulletin (see Sec. Sec.  
601.601(d)(2) and 601.602 of this chapter). The term ``covered filer'' 
also would include any successor (within the meaning of section 381(a) 
of the Code) to an entity described in the preceding sentence. The 
proposed regulations also would revise the definition of a 
``significant distributee'' in current Sec.  1.355-5(c)(1)(i) by 
raising the ownership threshold for

[[Page 4689]]

non-publicly traded stock from one percent to five percent.
    However, the term ``covered filer'' would be defined to encompass 
solely taxpayers required to file certain specified Federal income tax 
returns. These returns would be limited to: (i) Form 1040, U.S. 
Individual Income Tax Return; (ii) Form 1040-NR, U.S Nonresident Alien 
Income Tax Return; (iii) Form 1065, U.S. Return of Partnership Income; 
(iv) Form 1120, U.S. Corporation Income Tax Return; (v) Form 1120-F, 
U.S. Income Tax Return of a Foreign Corporation; (vi) Form 1120-S, U.S. 
Income Tax Return for an S Corporation; and (vii) any other form listed 
in instructions, guidance, or publications published in the Internal 
Revenue Bulletin (see Sec. Sec.  601.601(d)(2) and 601.602 of this 
chapter). Accordingly, a taxpayer that is not required to file one of 
these specified Federal income tax returns (such as an estate, a trust, 
or a regulated investment company (as defined in section 851(a) of the 
Code)) would not be required to file Form 7216. The Treasury Department 
and the IRS request comments as to whether taxpayers required to file 
additional types of Federal income tax returns should be required to 
file Form 7216.
    Each covered filer would be required to file Form 7216 with regard 
to each section 355 transaction for the required reporting period. For 
this purpose, the term ``required reporting period'' would mean the 
period (i) beginning in the covered filer's taxable year in which the 
first distribution occurs, and (ii) ending in the fifth taxable year of 
the covered filer after the taxable year in which the control 
distribution occurs. The five-year required reporting period would 
apply to a covered filer (or its successor) even in cases where the 
covered filer (or its successor) ceases to be a United States 
shareholder with respect to a relevant corporation and is no longer 
required to file Form 5471, Information Return of U.S. Persons With 
Respect To Certain Foreign Corporations, with respect to such 
corporation.
    Consistent with current Sec.  1.355-5(d), the proposed regulations 
would require that, under Sec.  1.6001-1(e), a covered filer must 
retain its permanent books and records and make those books and records 
available for inspection by any authorized IRS officers and employees. 
In addition, the proposed regulations would provide that, in connection 
with the section 355 transaction, the covered filer's books and 
records, as relevant to the section 355 transaction, will be considered 
to be complete and accurate if they contain all information necessary 
to document and substantiate satisfaction of the requirements under 
section 355.
    The proposed regulations would significantly enhance the IRS's 
ability to identify section 355 transactions that pose the highest risk 
of potential Federal income tax noncompliance and abuse. These proposed 
regulations also would help effectuate a broader effort by the Treasury 
Department and the IRS to close the portion of the Federal tax gap 
(that is, the difference between all Federal taxes that are owed and 
those that are collected) due to such potential noncompliance and 
abuse.
    Because the enhanced reporting requirements in these proposed 
regulations would augment the IRS's ability to identify section 355 
transactions with the highest risk of potential noncompliance and 
abuse, the Treasury Department and the IRS are of the view that 
additional flexibility can be provided in the substantive rules 
applicable to section 355 transactions (for example, by affording 
taxpayers additional time to carry out a plan of distribution). 
Proposed regulations that would provide guidance regarding certain 
matters relating to corporate separations, incorporations, and 
reorganizations qualifying, in whole or in part, for nonrecognition of 
gain or loss are published elsewhere in the Proposed Rules section of 
this issue of the Federal Register.
    The proposed reporting requirements would apply to all types of 
section 355 transactions with a covered filer. Specifically, the 
proposed regulations would apply to (i) section 355 transactions within 
an affiliated group (as defined in section 1504(a)(1) of the Code, 
without regard to the exceptions in section 1504(b)) (internal section 
355 transaction), and (ii) section 355 transactions in which stock or 
securities of a controlled corporation are distributed to a 
distributing corporation shareholder or security holder that is not a 
member of the distributing corporation's affiliated group (external 
section 355 transaction). To reflect the differences between internal 
section 355 transactions and external section 355 transactions 
(including the different statutory requirements and potential for 
Federal income tax noncompliance or abuse), the proposed regulations 
would impose, through the annual Form 7216, different reporting 
requirements for each type of section 355 transaction.
    These proposed regulations are consistent with the recommendations 
set forth in the Treasury Inspector General for Tax Administration 
(TIGTA) report titled ``A Strategy Is Needed to Assess the Compliance 
of Corporate Mergers and Acquisitions With Federal Tax Requirements,'' 
Ref. No. 2019-30-050 (Sept. 5, 2019). In that report, TIGTA recommended 
that the Commissioner determine whether merger and acquisition (M&A) 
tax forms, and information provided on those forms, could be used as a 
compliance tool within a larger strategy to assess risk and ensure that 
corporate M&A transactions are compliant with the Code. These proposed 
regulations would enable the IRS to collect information on section 355 
transactions from taxpayers engaging in those transactions and utilize 
that information to identify potential noncompliance with section 355 
and other related provisions of the Code.

Special Analyses

I. Regulatory Planning and Review

    Pursuant to the Memorandum of Agreement, Review of Treasury 
Regulations under Executive Order 12866 (June 9, 2023), tax regulatory 
actions issued by the IRS are not subject to the requirements of 
section 6 of Executive Order 12866, as amended. Therefore, a regulatory 
impact assessment is not required.

II. Paperwork Reduction Act

    The Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520) (PRA) 
requires that a Federal agency obtain the approval of the Office of 
Management and Budget (OMB) before collecting information from the 
public, whether such collection of information is mandatory, voluntary, 
or required to obtain or retain a benefit. A Federal agency may not 
conduct or sponsor, and a person is not required to respond to, a 
collection of information unless the collection of information displays 
a valid control number.
    The collections of information in these proposed regulations 
contain reporting and recordkeeping requirements that are necessary to 
identify potential noncompliance with the requirements of section 355 
and related sections of the Code. These collections of information 
generally would be used by the IRS for tax compliance purposes and by 
taxpayers to facilitate proper reporting and compliance.
    The recordkeeping requirements within this proposed regulation are 
considered general tax records under Sec.  1.6001-1. These records are 
required for the IRS to validate that taxpayers have met the 
requirements under section 355 and related sections of the Code. For 
PRA purposes, general tax records are already approved by OMB under 
control numbers 1545-0123 for

[[Page 4690]]

business filers and 1545-0074 for individual filers.
    The reporting requirements outlined in Sec.  1.355-5 will be 
covered within the form and instructions for IRS Form 7216 (or any 
successor form). This form will be approved under 1545-0123 for 
business filers and 1545-0074 for individual filers. The IRS will be 
submitting the form to OMB for approval under these OMB control numbers 
in accordance with the PRA procedures in 5 CFR 1320.10.

III. Regulatory Flexibility Act

    Pursuant to the Regulatory Flexibility Act (5 U.S.C. chapter 6), it 
is hereby certified that these proposed regulations would not have a 
significant economic impact on a substantial number of small entities. 
This certification is based on the fact that these proposed regulations 
primarily would affect corporations that are publicly traded 
corporations, which tend to be larger businesses. Specifically, the 
Research, Applied Analytics, and Statistics Division of the IRS 
estimates that approximately 110 small businesses with gross receipts 
under $25 million would be subject to collection of information in 
these regulations annually. In addition, the collection of information 
in these proposed regulations is an incremental, additional obligation 
on small entities to a currently existing collection of information. 
Moreover, the economic impact of these proposed regulations will not be 
significant.
    Therefore, these proposed regulations would not create significant 
additional obligations for, or impose any meaningful economic impact 
on, a substantial number of small entities. Accordingly, the Secretary 
certifies that the proposed regulations would not have a significant 
economic impact on a substantial number of small entities and a 
regulatory flexibility analysis is not required.
    Pursuant to section 7805(f) of the Code, the proposed regulations 
have been submitted to the Chief Counsel for the Office of Advocacy of 
the Small Business Administration for comment on its impact on small 
business.

IV. Unfunded Mandates Reform Act

    Section 202 of the Unfunded Mandates Reform Act of 1995 (UMRA) 
requires that agencies assess anticipated costs and benefits and take 
certain other actions before issuing a final rule that includes any 
Federal mandate that may result in expenditures in any one year by a 
State, local, or Tribal government, in the aggregate, or by the private 
sector, of $100 million in 1995 dollars, updated annually for 
inflation. These proposed regulations do not include any Federal 
mandate that may result in expenditures by State, local, or Tribal 
governments, or by the private sector, in excess of that threshold.

V. Executive Order 13132: Federalism

    Executive Order 13132 (Federalism) prohibits an agency from 
publishing any rule that has federalism implications if the rule either 
imposes substantial, direct compliance costs on State and local 
governments, and is not required by statute, or preempts State law, 
unless the agency meets the consultation and funding requirements of 
section 6 of the Executive order. This proposed rule does not have 
federalism implications and does not impose substantial direct 
compliance costs on State and local governments or preempt State law 
within the meaning of the Executive order.

Comments and Public Hearing

    Before these proposed regulations are adopted as final regulations, 
consideration will be given to any comments that are submitted timely 
to the IRS as prescribed in the preamble under the ADDRESSES heading. 
The Treasury Department and the IRS request comments on all aspects of 
the proposed regulations. All commenters are strongly encouraged to 
submit comments electronically. The Treasury Department and the IRS 
will publish for public availability any comment submitted 
electronically or on paper to its public docket on https://www.regulations.gov.
    A public hearing will be scheduled if requested in writing by any 
person who timely submits electronic or written comments. Requests for 
a public hearing also are encouraged to be made electronically. If a 
public hearing is scheduled, notice of the date and time for the public 
hearing will be published in the Federal Register.

Drafting Information

    The principal author of these proposed regulations is Barrett D. 
Cappadonna of the Office of Associate Chief Counsel (Corporate). 
However, other personnel from the Treasury Department and the IRS 
participated in their development.

List of Subjects in 26 CFR Part 1

    Income taxes, Reporting and recordkeeping requirements.

Proposed Amendments to the Regulations

    Accordingly, the Treasury Department and the IRS propose to amend 
26 CFR part 1 as follows:

PART 1--INCOME TAXES

0
Paragraph 1. The authority citation for part 1 continues to read in 
part as follows:

    Authority:  26 U.S.C. 7805 * * *
* * * * *
0
Par. 2. Section 1.355-5 is revised to read as follows:


Sec.  1.355-5   Information reporting and record retention 
requirements.

    (a) Reporting of transaction information--(1) Annual reporting 
form--(i) In general. For each taxable year of the required reporting 
period, a covered filer must file annually with the IRS a complete and 
accurate Form 7216, Multi-Year Reporting Related to Section 355 
Transactions (or as provided in publications, forms, instructions, or 
other guidance), with regard to a section 355 transaction.
    (ii) Manner of filing form. A covered filer must file Form 7216 (or 
any successor form)--
    (A) With the specified Federal income tax return of the covered 
filer for the taxable year (see section 6011 of the Code and Sec.  
1.6011-1); and
    (B) In the manner prescribed by the Commissioner in instructions, 
guidance, or publications published in the Internal Revenue Bulletin 
(see Sec. Sec.  601.601(d)(2) and 601.602 of this chapter).
    (2) [Reserved]
    (3) [Reserved]
    (b) Definitions. The following definitions apply for purposes of 
this section:
    (1) Covered filer--(i) In general. The term covered filer means a 
taxpayer that is required to file a specified Federal income tax return 
and that is--
    (A) A distributing corporation or a person that, immediately before 
the first distribution, was a United States shareholder (within the 
meaning of section 951(b) of the Code) with respect to a controlled 
foreign corporation (within the meaning of section 957 of the Code, but 
determined without applying subparagraphs (A), (B), and (C) of section 
318(a)(3)) that is the distributing corporation;
    (B) A controlled corporation or a person that, immediately before 
the first distribution, was a United States shareholder with respect to 
a controlled foreign corporation that is the controlled corporation;
    (C) A significant distributee or a person that, immediately before 
the first distribution, was a United States shareholder with respect to 
a controlled foreign corporation that is a significant distributee; or
    (D) Any other person required by the Commissioner to file Form 7216 
(or any

[[Page 4691]]

successor form) in accordance with instructions, guidance, or 
publications published in the Internal Revenue Bulletin (see Sec. Sec.  
601.601(d)(2) and 601.602 of this chapter).
    (ii) Successors. The term covered filer includes any successor 
(within the meaning of section 381(a) of the Code) to an entity 
described in paragraph (b)(1)(i) of this section.
    (2) Required reporting period. The term required reporting period 
means the period--
    (i) Beginning in the taxable year of the covered filer during which 
the first distribution occurs; and
    (ii) Ending in the fifth taxable year of the covered filer after 
the taxable year in which the control distribution occurs.
    (3) Significant distributee. The term significant distributee 
means:
    (i) A holder of stock of a distributing corporation that--
    (A) Receives stock of a controlled corporation in a section 355 
transaction; and
    (B) Owned at least five percent (by vote or value) of the total 
outstanding stock of the distributing corporation immediately before 
the first distribution.
    (ii) A holder of securities of a distributing corporation that--
    (A) Receives stock or securities of a controlled corporation in a 
section 355 transaction; and
    (B) Owned securities in the distributing corporation with a basis 
of at least $1,000,000 immediately before the first distribution.
    (4) Specified Federal income tax return. The term specified Federal 
income tax return means--
    (i) Form 1040, U.S. Individual Income Tax Return;
    (ii) Form 1040-NR, U.S. Nonresident Alien Income Tax Return;
    (iii) Form 1065, U.S. Return of Partnership Income;
    (iv) Form 1120, U.S. Corporation Income Tax Return;
    (v) Form 1120-F, U.S. Income Tax Return of a Foreign Corporation;
    (vi) Form 1120-S, U.S. Income Tax Return for an S Corporation; or
    (vii) Any other form listed in instructions, guidance, or 
publications published in the Internal Revenue Bulletin (see Sec. Sec.  
601.601(d)(2) and 601.602 of this chapter).
    (c) Substantiation information. Under Sec.  1.6001-1(e), a covered 
filer must retain its permanent books and records and make those books 
and records available for inspection by any authorized IRS officers and 
employees. In connection with the section 355 transaction, the covered 
filer's books and records, as relevant to the section 355 transaction, 
will be considered to be complete and accurate if they contain all 
information necessary to document and substantiate satisfaction of the 
requirements under section 355.
    (d) Applicability date--(1) In general. Except as provided in 
paragraph (d)(2) of this section, the rules of this section apply to 
taxable years ending after [date of publication of final regulations in 
the Federal Register] with respect to section 355 transactions 
occurring after January 16, 2025. For rules applicable to prior taxable 
years, see Sec.  1.355-5 as in effect and contained in 26 CFR part 1, 
as revised April 1, 2024.
    (2) [Reserved]

Douglas W. O'Donnell,
Deputy Commissioner.
[FR Doc. 2025-00312 Filed 1-13-25; 4:15 pm]
BILLING CODE 4830-01-P