Federal Register / Vol. 62, No. 2 / Friday, January 3, 1997 / Proposed Rules 365

business assets in a business, the continuity

of business enterprise requirement is

satisfied because the qualified group is using

a significant portion of T’s historic business

assets in a business.

Example 8. Transfer of a historic T

business to PRS—active and substantial

management. (a) Facts. T manufactures

custom ski boots. T transfers all of its assets

to P solely in exchange for P voting stock,

which T then distributes to its shareholders.

P plans to continue manufacturing ski boots

and to expand this operation. As part of the

expansion, P and R (an unrelated party) form

a new partnership (PRS). As part of the plan

of reorganization, P (PTR) transfers T’s ski

boot business to PRS in exchange for a 20

percent interest in PRS. R transfers cash in

exchange for its interest in PRS. PTR

performs active and substantial management

functions for PRS including the decisionmaking regarding significant business

decisions of PRS and regular participation in

the overall supervision, direction and control

of the employees of PRS in operating the ski

boot business.

(b) Continuity of business enterprise.

Under paragraph (d)(5)(v)(A)(1) of this

section, PTR is treated as conducting T’s

historic business because the officers of PTR

perform active and substantial management

functions for the ski boot business in PRS.

Thus, the continuity of business enterprise

requirement is satisfied because PTR is

treated as continuing to conduct T’s historic

business.

(c) Continuity of interest. Under paragraph

(f)(1)(ii) of this section, the continuity of

interest requirement is satisfied even though

the assets are transferred to PRS in exchange

for an interest in PRS.

Example 9. Transfer of a historic T

business to PRS—significant interest. (a)

Facts. The facts are the same as in Example

8 except that PTR’s officers do not operate

the ski boot business, and PTR owns a 331⁄3

percent interest in PRS.

(b) Continuity of business enterprise.

Under paragraph (d)(5)(v)(A)(2) of this

section, PTR is treated as conducting T’s

historic ski boot business because PTR’s 331⁄3

percent interest in PRS represents a

significant interest in the PRS ski boot

business.

(c) Continuity of interest. Under paragraph

(f)(1)(ii) of this section, the continuity of

interest requirement is satisfied even though

the assets are transferred to PRS in exchange

for an interest in PRS.

Example 10. Transfer of T’s historic assets

to PRS. (a) Facts. T manufactures silk. T

transfers all of its assets to P solely in

exchange for P voting stock, which T then

distributes to its shareholders. P

manufactures clothing and has been buying

silk from T. P (PTR) and R (an unrelated

party) own interests in a partnership (PRS)

which owns and maintains warehouse

facilities. As part of the plan of

reorganization, PTR transfers the T assets to

PRS, increasing PTR’s percentage interest in

PRS from 20 to 331⁄3 percent. PTR decides to

buy its silk from a different manufacturer and

converts T’s plant facilities into warehouses.

(b) Continuity of business enterprise.

Under paragraph (d)(5)(v)(A)(2), PTR is

treated as being in the business of owning

and maintaining warehouse space because of

PTR’s significant interest in PRS.

Furthermore, under paragraph (d)(5)(v)(B) of

this section, PTR is treated as owning the

assets of PRS in accordance with its interest

in the partnership. Thus, the continuity of

business enterprise requirement is satisfied

because PTR continues to use a significant

portion of T’s historic assets in a business.

(c) Continuity of interest. Under paragraph

(f)(1)(ii) of this section, the continuity of

interest requirement continues to be satisfied

even though the assets are transferred to PRS

in exchange for an interest in PRS.

* * * * *

(f) Continuity of interest and asset or stock

transfers. (1) Scope. The following rules

apply to transactions otherwise qualifying as

a reorganization under section 368(a)(1)(A),

(B), (C), or (G) (meeting the requirements of

sections 354(b)(1) (A) and (B)):

(i) Transfers to members of a qualified

group. Continuity of interest is satisfied

where there are transfers or successive

transfers of target (T) stock (or transfers of T

assets after a stock acquisition) or T assets (or

transfers of the acquiring corporation’s stock

after a T asset acquisition) among members

of a qualified group as defined in paragraph

(d)(5)(iii) of this section.

(ii) Partnerships. Continuity of interest is

satisfied even where T assets (or transfers of

T assets following a T stock acquisition) are

transferred to a partnership in exchange for

a partnership interest.

(2) Example. The rules of this paragraph (f)

are illustrated by the following example. P

represents the acquiring corporation and T

represents the target corporation. Also see

Example 8 through Example 10 in paragraph

(d)(6) of this section.

The example is as follows:

Example. Transfers to corporations in the

qualified group. (a) Facts. T manufactures

playground equipment, including launch

ramps and half pipes for skateboarding, inline skating, and bicycling. The P affiliated

group is engaged in architectural design and

construction. A holding company (HC) owns

80 percent of the stock of each of P and S1.

S1 in turn, owns 80 percent of the stock of

S2, and S2 owns 80 percent of the stock of

S3. T transfers all of its assets to P in

exchange for HC voting stock, which T

distributes to its shareholders. HC transfers

all of the P stock to S1. S1 in turn transfers

all of the P stock to S2, and S2 transfers the

P stock to S3.

(b) Continuity of interest. HC, P, S1, S2 and

S3 are members of a qualified group as

defined in paragraph (d)(5)(iii) of this

section. Under paragraph (f)(1)(i) of this

section, the successive transfers of the P

stock to other members of the qualified group

do not violate the continuity of interest

requirement.

Par. 3. In § 1.368–2, paragraph (f) is

amended by removing the second

sentence and adding two new sentences

in its place to read as follows:

§ 1.368–2 Definition of terms.

* * * * *

(f) * * * A corporation remains a

party to the reorganization even though

assets are transferred among members of

a qualified group as defined in § 1.368-

1(d)(5)(iii). The preceding sentence

applies to transactions occurring after

these regulations are published as final

regulations in the Federal Register

except that it shall not apply to any

transactions occurring pursuant to a

written agreement which is (subject to

customary conditions) binding on or

before these regulations are published as

final regulations in the Federal Register.

* * *

* * * * *

Margaret Milner Richardson,

Commissioner of Internal Revenue.

[FR Doc. 97–83 Filed 1–2–97; 8:45 am]

BILLING CODE 4830–01–U

ENVIRONMENTAL PROTECTION

AGENCY

40 CFR Part 372

[OPPTS–400106B; FRL–5581–2]

RIN 2070–AD08

Addition of Community Right-to Know;

Extension of Comment Period

AGENCY: Environmental Protection

Agency (EPA).

ACTION: Advance notice of proposed

rulemaking; extension of comment

period.

SUMMARY: In the Federal Register of

October 1, 1996, EPA issued an advance

notice of proposed rulemaking (ANPR)

to announce EPA’s intention to expand

its Community Right-to-Know

initiatives to increase the information

available to the public on chemical use,

and to solicit comments on all aspects

of chemical use data and its collection.

Based on a request for additional time

submitted by the U.S. Department of

Energy’s Office of Environmental Policy

and Assistance, EPA is extending the

comment period on the ANPR by 60

days.

DATES: Comments must be received by

February 28, 1997.

ADDRESSES: Written comments should

be submitted in triplicate to: OPPT

Docket Clerk, TSCA Document Receipt

Office (7407), Office of Pollution

Prevention and Toxics, Environmental

Protection Agency, Rm. E-G099, 401 M

St., SW., Washington, DC 20460.

Comments containing information

claimed as confidential must be clearly

marked as confidential business

information (CBI). If CBI is claimed,
366 Federal Register / Vol. 62, No. 2 / Friday, January 3, 1997 / Proposed Rules

three additional sanitized copies must

also be submitted. Nonconfidential

versions of comments will be placed in

the record for this action and will be

available for public inspection.

Comments should include the docket

control number for the ANPR, OPPTS400106 and the EPA contact. Unit II. of

this document contains additional

information on submitting comments

containing information claimed as CBI.

Comments and data may also be

submitted electronically by sending

electronic mail (e-mail) to:

oppt.ncic@epamail.epa.gov. Electronic

comments must be submitted as an

ASCII file avoiding the use of special

characters and any form of encryption.

Comments and data will also be

accepted on disks in WordPerfect 5.1

file format or ASCII file format. All

comments and data in electronic form

must be identified by the docket number

OPPTS–400106. No CBI should be

submitted through e-mail. Electronic

comments on this ANPR may be filed

online at many Federal Depository

Libraries. Additional information on

electronic submissions can be found in

Unit IV. of this document.

FOR FURTHER INFORMATION CONTACT: Matt

Gillen at 202-260-1801, e-mail:

gillen.matthew@epamail.epa.gov for

specific information regarding this

Notice. For further information on

EPCRA section 313 contact the

Emergency Planning and Community

Right-to-Know Hotline, Environmental

Protection Agency, Mail Stop 5101, 401

M St., SW., Washington, DC 20460. Toll

free: 1-800-535-0202, in Virginia and

Alaska: 703-412-9877 or Toll free TDD:

800-553-7672.

SUPPLEMENTARY INFORMATION: Electronic

Availability: An electronic copy of the

documents listed in Unit I of this

document are available from the EPA

Public Access gopher (gopher.epa.gov)

at the Environmental SubSet entry

under ‘‘Rules and Regulations.’’

I. Introduction

In 1986, Congress enacted the

Emergency Planning and Community

Right-to-Know Act (EPCRA). Section

313 of EPCRA requires certain

businesses to submit reports each year

on the amounts of toxic chemicals their

facilities release into the environment or

otherwise manage. The information is

placed in a publicly accessible data base

known as the Toxics Release Inventory

(TRI). The purpose of this requirement

is to inform the public, government

officials, and industry about the

chemical management practices of

specified toxic chemicals.

EPA is interested in expanding the

information available via TRI to include

chemical use information such as

materials accounting data. The Agency

began reviewing this issue in 1993 and

held public meetings in 1994 and 1995.

On August 8, 1995, President Clinton

directed EPA to develop and

implement, on an expedited schedule, a

process for consideration of reporting

use information under TRI. In response,

EPA has begun the regulatory

development process for additional

review of chemical use reporting, which

the Agency believes may provide a more

detailed and comprehensive picture to

the public about environmental

performance and about toxic chemicals

in their communities. EPA published

the ANPR on October 1, 1996 (61 FR

51322) (FRL–5387–6), to give notice of

EPA’s consideration of this issue and to

solicit comments on all aspects of

chemical use and the collection of

chemical use data. At the same time, the

Agency also released ‘‘Issues Paper No.

3’’ which describes previous

stakeholder comments on chemical use

reporting. EPA also held three public

meetings in October and December of

1996 to provide public forums for

interested parties to provide input on

the issues raised by the ANPR. This

issues paper and ANPR can be obtained

from the EPCRA hotline at the

telephone numbers listed in the FOR

FURTHER INFORMATION CONTACT

unit of this document, or electronically

via the EPA’s TRI Homepage at: http:/

/www.epa.gov/opptintr/tri.

The original comment period for the

ANPR was due to expire on December

30, 1996. However, on November 26,

1996, the Department of Energy

submitted a request for an extension of

the comment period to allow time to

gather and consolidate comments from

various DOE facilities, and to account

for DOE’s need to comment on another

EPA reporting initiative during the same

period. EPA has decided to grant this

request and to extend the comment

period for an additional 60 days, or

until February 28, 1997.

II. Rulemaking Record and Electronic

Filing of Comments

A record has been established for the

ANPR under docket number ‘‘OPPTS400106’’ (including comments and data

submitted electronically as described

below). A public version of this record,

including printed paper versions of

electronic comments, which does not

include any information claimed as CBI,

is available for inspection from noon to

4 p.m., Monday through Friday,

excluding legal holidays. The public

record is located in the TSCA

Nonconfidential Information Center,

Room NE-B607, 401 M St., SW.,

Washington, DC 20460.

Any person who submits comments

claimed as CBI must mark the

comments as ‘‘confidential,’’ ‘‘CBI,’’ or

other appropriate designation.

Comments not claimed as confidential

at the time of submission will be placed

in the public file. Any comments

marked as confidential will be treated in

accordance with the procedures in 40

CFR part 2. Any person submitting

comments claimed to be confidential

must prepare a nonconfidential public

version of the comments in triplicate

that EPA can place in the public file.

Electronic comments can be sent

directly to EPA at

oppt.ncic@epamail.epa.gov. Electronic

comments must be submitted as an

ASCII file avoiding the use of special

characters and any form of encryption.

The official record for this action, as

well as the public version, as described

above will be kept in paper form.

Accordingly, EPA will transfer all

comments received electronically into

printed paper form as they are received

and will place the paper copies in the

official record which will also include

all comments submitted directly in

writing. The official record is the paper

record maintained at the address in

ADDRESSES at the beginning of this

document.

List of Subjects in 40 CFR Part 372

Environmental protection,

Community right-to-know, Reporting

and recordkeeping requirements, Toxic

chemicals.

Dated: December 23, 1996.

Lynn R. Goldman,

Assistant Administrator for Prevention,

Pesticides and Toxic Substances.

[FR Doc. 97–57 Filed 1–2–97; 8:45 am]

BILLING CODE 6560–50–F

40 CFR Part 372

[OPPTS–400107; FRL–5581–1]

RIN 2070–AC00

Barium Compounds; Toxic Chemical

Release Reporting; Community Rightto-Know

AGENCY: Environmental Protection

Agency (EPA).

ACTION: Denial of petition.

SUMMARY: EPA is denying a petition to

remove the barium compounds category

from the list of chemicals subject to the

reporting requirements under section

313 of the Emergency Planning and