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Internal Revenue Code · 26 U.S.C.

Subchapter C. Corporate Distributions and Adjustments

Official text, no changes From the Office of the Law Revision Counsel, release point 119-121 (current through Public Law 119-121 (October 9, 2026)). The official version is at uscode.house.gov (external site).

  1. Part I DISTRIBUTIONS BY CORPORATIONS §§ 301–318

    1. Subpart A Effects on Recipients §§ 301–307

      1. § 301 Distributions of property
      2. § 302 Distributions in redemption of stock
      3. § 303 Distributions in redemption of stock to pay death taxes
      4. § 304 Redemption through use of related corporations
      5. § 305 Distributions of stock and stock rights
      6. § 306 Dispositions of certain stock
      7. § 307 Basis of stock and stock rights acquired in distributions

    2. Subpart B Effects on Corporation §§ 311–312

      1. § 311 Taxability of corporation on distribution
      2. § 312 Effect on earnings and profits

    3. Subpart C Definitions; Constructive Ownership of Stock §§ 316–318

      1. § 316 Dividend defined
      2. § 317 Other definitions
      3. § 318 Constructive ownership of stock

  2. Part II CORPORATE LIQUIDATIONS §§ 331–346

    1. Subpart A Effects on Recipients §§ 331–334

      1. § 331 Gain or loss to shareholder in corporate liquidations
      2. § 332 Complete liquidations of subsidiaries
      3. § 333 Repealed
      4. § 334 Basis of property received in liquidations

    2. Subpart B Effects on Corporation §§ 336–338

      1. § 336 Gain or loss recognized on property distributed in complete liquidation
      2. § 337 Nonrecognition for property distributed to parent in complete liquidation of subsidiary
      3. § 338 Certain stock purchases treated as asset acquisitions

    3. Subpart C Repealed §§ 341–342

      1. § 341 Repealed
      2. § 342 Repealed

    4. Subpart D Definition and Special Rule § 346

      1. § 346 Definition and special rule

  3. Part III CORPORATE ORGANIZATIONS AND REORGANIZATIONS §§ 351–368

    1. Subpart A Corporate Organizations § 351

      1. § 351 Transfer to corporation controlled by transferor

    2. Subpart B Effects on Shareholders and Security Holders §§ 354–358

      1. § 354 Exchanges of stock and securities in certain reorganizations
      2. § 355 Distribution of stock and securities of a controlled corporation
      3. § 356 Receipt of additional consideration
      4. § 357 Assumption of liability
      5. § 358 Basis to distributees

    3. Subpart C Effects on Corporations §§ 361–363

      1. § 361 Nonrecognition of gain or loss to corporations; treatment of distributions
      2. § 362 Basis to corporations
      3. § 363 Repealed

    4. Subpart D Special Rule; Definitions §§ 367–368

      1. § 367 Foreign corporations
      2. § 368 Definitions relating to corporate reorganizations

  4. Part IV REPEALED §§ 370–372–374

    1. § 370–372 Repealed
    2. § 373 Repealed
    3. § 374 Repealed

  5. Part V CARRYOVERS §§ 381–384

    1. § 381 Carryovers in certain corporate acquisitions
    2. § 382 Limitation on net operating loss carryforwards and certain built-in losses following ownership change
    3. § 383 Special limitations on certain excess credits, etc.
    4. § 384 Limitation on use of preacquisition losses to offset built-in gains

  6. Part VI TREATMENT OF CERTAIN CORPORATE INTERESTS AS STOCK OR INDEBTEDNESS § 385

    1. § 385 Treatment of certain interests in corporations as stock or indebtedness

  7. Part VII REPEALED §§ 386–391–395

    1. § 386 Repealed
    2. § 391–395 Repealed