definiens: or a ( within the meaning of Section 355(a)(1)(A ) of the Code ) in adistribution intended to qualify for tax - free treatment under Section 355 of the Code ( or a similar provision of state, local or non - U.S. Tax Law ) ; ( xi ) neither Beta nor any of its Subsidiaries ( A ) has been a member of an affiliatedgroup of corporations within the meaning of Section 1504 of the Code, other than the affiliated group of which Beta isthe common parent or ( B ) is or has been a United States of America real property holding corporation within themeaning of Section 897(c)(2 ) of the Code during the applicable period specified by Section 897(c)(1)(A)(ii ) of the Code;and ( xii ) neither Beta nor any of its Subsidiaries has participated in, or is currentlyparticipating in, a or a within the meaning of Treasury RegulationsSection 1.6011 - 4(b ) ( or a similar provision of state, local or non - U.S. Tax Law )