Announcement 2009-45

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Internal Revenue Bulletin:

2009-21 May 26, 2009

Announcement 2009-45

Gain Recognition Agreements With Respect to Certain Transfers of Stock or Securities by United States Persons to Foreign Corporations; Correction



Internal Revenue Service (IRS), Treasury.


Correcting amendments.


This document contains corrections to final regulations (T.D. 9446, 2009-9 I.R.B. 607) that were published in the Federal Register on Wednesday, February 11, 2009 (74 FR 6952) concerning gain recognition agreements filed by United States persons with respect to transfers of stock or securities to foreign corporations.


This correction is effective on May 26, 2009, and is applicable on March 13, 2009.


S. James Hawes, (202) 622-3860 (not a toll-free number).



The final regulations that are the subject of this document are under section 367(a) of the Internal Revenue Code.

Need for Correction

The final regulations (T.D. 9446) that were published in the Federal Register on February 11, 2009, inadvertently removed Treas. Reg. §1.367(a)-3T in its entirety rather than removing §1.367(a)-3T(e), (f)(1), (f)(2), and the second sentence of §1.367(a)-3T(f)(3). This document correctly adds the text of §1.367(a)-3T back into the Code of Federal Regulations.

* * * * *

Accordingly, 26 CFR Part 1 is corrected by making the following correcting amendments:


Paragraph 1. The authority citation for part 1 continues to read in part as follows:

Authority: 26 U.S.C. 7805 * * *

Par. 2. Section 1.367(a)-3T is added to read as follows:

§1.367(a)-3T Treatment of transfers of stock

or securities to foreign corporations (temporary). (a) through (b)(2)(i)(B) [Reserved]. For further guidance, see §1.367(a)-3(a) through (b)(2)(i)(B).

(b)(2)(i)(C) If in connection with a transaction described in §1.367(b)-14T, one or more U.S. persons transfer stock of T, as defined in §1.358-6(b)(1)(iii), to a corporation in a transfer described in section 367(a), and the amount of gain in the T stock that would otherwise be recognized under section 367(a) is less than the deemed distribution that would result from the adjustments made under §1.367(b)-14T and that would be treated as a dividend under section 301(c)(1), then section 367(b), and not section 367(a), shall apply to such transaction. This paragraph (b)(2)(i)(C) applies to transfers occurring on or after May 23, 2008.

(b)(2)(ii) through (f) [Reserved]. For further guidance, see §1.367(a)-3(b)(2)(ii) through (f).

(g) Effective/applicability date. Paragraph (b)(2)(i)(C) of this section applies to transfers occurring on or after May 23, 2008.

(h) Expiration date. The applicability of paragraph (b)(2)(i)(C) of this section expires on May 23, 2011.

§1.367(a)-8(r)(2) [Corrected]

Par. 3. Section 1.367(a)-8(r)(2) is amended by revising the paragraph heading to read as follows:

(2) Applicability to transfers occurring before March 13, 2009—(i) * * *

* * * * *

Robin Jones,
Federal Register Liaison,
Publications and
Regulations Branch,
Legal Processing Division,
Associate Chief Counsel
(Procedure and Administration).


(Filed by the Office of the Federal Register on March 26, 2009, 8:45 a.m., and published in the issue of the Federal Register for March 27, 2009, 74 F.R. 13340)

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