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Alaska Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code

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Section 1244 of the Internal Revenue Code is the small business stock provision enacted to allow shareholders of domestic small business corporations to deduct a loss on the disposal of such stock as an ordinary loss rather than as a capital loss, which is limited to only $3,000 annually. Normally, stock is treated as a capital asset and if disposed of at a loss, the loss is deducted as a capital loss. The general rule for net capital losses (losses that exceed gains) is that they are subject to an annual deduction limit of only $3,000. Any excess over $3,000 must be carried over to the next year. A loss on Section 1244 stock is deductible as an ordinary loss up to $50,000 ($100,000 on a joint return, even if only one spouse has a Section 1244 loss).

Title: Alaska Minutes of Special Meeting to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code for (Name of Corporation) Keywords: Alaska, Minutes of Special Meeting, Board of Directors, Stock Ownership Plan, Section 1244, Internal Revenue Code, Description, (Name of Corporation) --- Minutes of Special Meeting of the Board of Directors of (Name of Corporation) Date: [Date of Meeting] Time: [Time of Meeting] Location: [Location of Meeting] Present: [List of Directors Present] Absent: [List of Directors Absent] Agenda: 1. Call to Order 2. Roll Call 3. Approval of Agenda 4. Adoption of Stock Ownership Plan under Section 1244 of the Internal Revenue Code 5. Discussion and Approval of Plan Details 6. Next Steps and Implementation 7. Other Business 8. Adjournment Meeting Minutes: 1. Call to Order: The meeting was called to order by [Chairperson's Name] at [Time of Meeting]. 2. Roll Call: A roll call was conducted, and directors present were recorded as follows: [List of Directors Present]. Directors absent were recorded as follows: [List of Directors Absent]. 3. Approval of Agenda: The agenda was reviewed, and upon motion made by [Director's Name] and seconded by [Director's Name], the agenda was approved unanimously. 4. Adoption of Stock Ownership Plan under Section 1244 of the Internal Revenue Code: The main purpose of this special meeting was to adopt a Stock Ownership Plan under Section 1244 of the Internal Revenue Code. The Board of Directors discussed the benefits and implications of implementing such a plan and unanimously agreed to proceed with its adoption. 5. Discussion and Approval of Plan Details: The Board of Directors engaged in a comprehensive discussion regarding the proposed Stock Ownership Plan. Various aspects of the plan were thoroughly examined, including eligibility criteria, allocation of stock options, vesting periods, and potential tax benefits outlined in Section 1244 of the Internal Revenue Code. After careful consideration, it was moved by [Director's Name] and seconded by [Director's Name] that the Stock Ownership Plan, as presented during the meeting, be adopted by the corporation. The motion was carried unanimously. 6. Next Steps and Implementation: Following the adoption of the Stock Ownership Plan, it was determined that the Human Resources department, in consultation with legal counsel, will be responsible for drafting the necessary documentation and ensuring compliance with applicable laws and regulations. A timeline for the plan's implementation was established, and regular updates will be provided to the Board of Directors. 7. Other Business: No other business was discussed during the meeting. 8. Adjournment: There being no further business to discuss, the meeting adjourned at [Time of Meeting]. Respectfully Submitted, [Secretary's Name] [Secretary's Title] [Name of Corporation] --- Note: The above content represents a general template for the "Alaska Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code." The exact content and specific names used will vary depending on the particular corporation and its requirements. It is suggested to consult legal counsel and follow relevant guidelines while preparing such documents.

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How to fill out Alaska Minutes Of Special Meeting Of The Board Of Directors Of (Name Of Corporation) To Adopt Stock Ownership Plan Under Section 1244 Of The Internal Revenue Code?

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FAQ

Qualifying for Section 1244 StockThe stock must be issued by U.S. corporations and can be either a common or preferred stock.The corporation's aggregate capital must not have exceeded $1 million when the stock was issued and the corporation cannot derive more than 50% of its income from passive investments.More items...

To qualify under Section 1244, these five requirements must be adhered to:The stock must be acquired in exchange for cash or property contributed to the corporation.The corporation must issue the stock directly to the investors.The corporation must be an actual, operating company.More items...?

In order to qualify as §1244 stock, the stock must be issued, and the consideration paid by the shareholder must consist of money or other property, not services. Stock and other securities are not "other property" for this purpose.

Section 1244 of the Internal Revenue Code allows eligible shareholders of domestic small business corporations to deduct a loss on the disposal of such stock as an ordinary loss rather than a capital loss. Eligible investors include individuals, partnerships and LLCs taxed as partnerships.

1244 loss is the property's adjusted basis reduced by liabilities to which the property is subject or that the corporation assumed. However, if the property's fair market value (FMV) is less than its adjusted basis when it is transferred to the corporation, any Sec.

The maximum aggregate loss that may be treated by a taxpayer as ordinary loss for a taxable year with respect to an issuing corporation's Section 1244 stock is $50,000, or $100,000 for a husband and wife filing a joint return. Any loss in excess of the maximum allowable loss must be treated as a capital loss.

Corporations, trusts, estates and trustees in bankruptcy are not eligible to claim a Section 1244 loss. A Section 1244 loss can be claimed only by an individual or partnership to whom the stock was issued and who has continuously held the stock until it is sold or is determined to be worthless.

Section 1244 stock is a stock transaction pursuant to the Internal Revenue Code provision that allows shareholders of an eligible small business corporation to treat up to $50,000 of losses (or, in the case of a husband and wife filing a joint return, $100,000) from the sale of stock as ordinary losses instead of

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Alaska Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code