Iowa Administrative Code › Agency 701 - Revenue Department › Title I - Administration › Chapter 51 - Administration › Rule 701-51.1 - Definitions

Current through Register Vol. 47, No. 3, July 24, 2024
(1) When the word
				"department" appears herein, it refers to and is synonymous with the "Iowa
				Department of Revenue"; the word "director" is the "Director of Revenue" or the
				director's authorized assistants and employees; the word "tax" is the
				"corporation income tax"; and the word "return" is the "corporation income tax
				return."
The administration of the corporation income tax is a
				  responsibility of the department. The department is charged with the
				  administration of the corporation income tax, subject always to the rules,
				  regulations and direction of the director
(2) The term "corporation" as used in
				divisions II and III of Iowa Code chapter 422 and in these rules includes not
				only corporations which have been created or organized under the laws of Iowa,
				but also those which are qualified to do, or are doing business in Iowa, in a
				corporate or organized capacity, by virtue of creation or organization under
				the laws of the United States or some state, territory or district or of a
				foreign country. The term "corporation" is not limited to the artificial entity
				usually known as a corporation, but includes also an association, a trust
				classed as an association because of its nature or its activities, a joint
				stock company, and certain kinds of partnerships. Any association or
				organization which is required to report as a corporation, for federal income
				tax purposes under the Internal Revenue Code, as amended, shall be considered
				to be a corporation for the purposes of Iowa income tax on corporations. For
				tax years beginning on or after January 1, 1987, the term "corporation"
				includes publicly traded partnerships which are taxed as corporations under the
				Internal Revenue Code. For tax years beginning on or after July 1,1994, the
				term corporation includes limited liability companies taxed as corporations
				under the Internal Revenue Code. For tax years beginning on or after January 1,
				1997, the term "corporation" includes partnerships taxed as corporations under
				the Internal Revenue Code.
(3) The
				term "association" is not used in the law in any narrow or technical sense. It
				includes any organization created for the transaction of designated affairs, or
				the attainment of some object, which like a corporation continues
				notwithstanding that its members or participants change, and the affairs of
				which, like corporate affairs, are conducted by a single individual, a
				committee, a board, or some other group, acting in a representative capacity.
				It is immaterial whether such organization is created by an agreement, a
				declaration of trust, a statute, or otherwise. It includes a voluntary
				association, a joint stock association or company, a business trust, a
				Massachusetts trust, a common law trust, a partnership association, and any
				other type of organization, by whatever name known, which is not, within the
				meaning of the law, a trust or an estate, or a partnership. An investment trust
				of the type commonly known as a management trust is an association, and a trust
				of the type commonly known as a fixed investment trust, is an association if
				there is power under the trust agreement to vary the investment of the
				certificate holders. If the conduct of the affairs of a corporation continues
				after the expiration of its charter, or the termination of its existence, it
				becomes an association.
(4) The
				term "Internal Revenue Code" means the Internal Revenue Code of 1954 prior to
				the date of its redesignation as the Internal Revenue Code of 1986 or the
				Internal Revenue Code of 1986, whichever is applicable.
(5) The terms "consolidation" and "corporate
				merger" have the following meaning in regard to corporate reorganizations. A
				"consolidation" is unification of two or more constituent corporations into a
				single newly existing corporation in which the new corporation takes over
				assets and assumes liabilities of constituent corporations which pass out of
				existence; a "corporate merger" is distinguished by continuing existence of one
				of the constituent corporations into which other corporations are
				merged.
Handley v. Wyandotte Chemicals Corp.,
352 N.W.2d 447,
				450, 118 Mich. App. 423.
This rule is intended to implement Iowa Code section 422.32
				  as amended by 1997 Iowa Acts, House File 266.