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Answered 3/22/89 Advised to file only has two (2) out of four (4) indicia of beneficial ownership {RS & TH concur}

I concur - called Mr. (redacted) 3/20/89 PS

X-9. X-10. X-11 not partnerships since company A owns 100% of them.

office building exemption

Section 802.30 cannot apply when there are two UPEs (50-50) on the acquired side. The B-B transaction is intra person but the B-A is not. However, the C-3 exemption does apply go to the statute and...

Non-Reportable

called 3-10-89 and conveyed the information below. It was determined that this trust is a revocable trust. The focus on this issue is who controls the trust not who the beneficiaries are. Since this...

None noted

OK VC

None noted

Sale of Land

Lender is considered UPE of newco and must file to acquire target

I concur with this letter. This appears to be covered under section 801.11(e)called.

Per Staff Meeting 3-30-89 this is not an 801.40 deal. This is a reportable transaction. You must go by Financial statements. If a restated income statement is generated prior to consummation, you may...

Answer resolved at staff meeting 3-30-89. The $10.0 mm prepayment of debt is not consideration going to the acquired person. Section 801.11(e) does not carveout pre-payment of debt to other parties...

None noted