This transaction is described in greater detail below. I. Facts Background Company is a Massachusetts corporation that has seven individual shareholders and one class of stock outstanding. Company also elected to treat Sub as a QSUB effective on this same date. Company files returns in Massachusetts and other states.
Sub does business solely within Connecticut.
Partnership interests will represent each shareholder s ownership in the business. After the transfer, the shareholders will own interests in GP in the same proportion as they currently own shares in Company. Company represents that GP, in the absence of the check the box election, would be classified as a partnership for federal income tax purposes under Treas. The general partnership income will not be subject to the taxes imposed by G.L. c. 62. As a QSUB, Company will be subject to the greater of the non-income measure of the corporate excise or the minimum corporate excise imposed under G.L. c. 63, 32.