The University of Texas at San Antonio

ADVANCED CORPORATE TAXATION	Mr. Christopher Kohn J.D., C.P.A.
ACCOUNTING 6073				Office: BB 4.03.48
FALL, 2011						Hours: Th. 5:45-6:45pm	
Th.  7:00-9:45PM					Phone: 541-8579 (before 10pm) 
ROOM:  BB 3.03.24					E-mail: ckohnutsa@aol.com
WEBSITE:  http://faculty.business.utsa.edu/ckohn

Course Description:  
This course is a study of Subchapter C of the tax code.  We will study the tax definition of a corporation, how corporations are capitalized, and events in the corporate life cycle including organizations, distributions, reorganizations and dissolutions.  We will also spend some time contrasting the tax consequences of doing business as a "C" corporation, with those of doing business in other forms, including especially "S" corporations.  The course presumes that the student has completed a basic course in entity taxation and is familiar with general tax concepts that affect individuals and business entities.   

The discipline of corporate taxation involves reading, analysis of fact situations and discussion of those situations with colleagues.  Thus, we will spend significant time in this course working through the assigned readings and problems that accompany each "lesson," and class discussion.  From time to time, additional readings or problems (e.g. articles, court cases, case studies) may be assigned to help flesh out important points contained in each lesson.  While the reading and analysis will of necessity focus at times on theory and fact situations that are oversimplified (to make grasping the basic concepts of Subchapter C easier), I hope that through reading, problem solving, group work, discussion and presentation, we can together create a classroom environment that helps all of you to gain realistic exposure to the discipline of corporate taxation.

Course Objectives:
1.	To become familiar with the principles of corporate taxation as presented in Subchapter C of the Internal Revenue Code through reading, lecture and analysis of fact situations.

2.	To apply the principles learned to new fact situations and problems.

3.	To use resources beyond the class materials presented to solve corporate tax problems.

Text:
1.  Federal Taxation of Corporations and Shareholders
	Seventh Edition, Bittker and Eustice (with supplement)

2.  Accompanying study problems.

Attendance/Participation:
Students are expected to have read class assignments prior to class and to be able to participate in class discussions and interactions.  Attendance will be taken in this course, and students are expected to attend class regularly and to contact the instructor if they are unable to do so.  While circumstances may arise that make ideal preparation/participation impossible, a pattern of missing class or being unprepared will subject the student to a lower grade.  Students should contact the instructor if severe circumstances arise.  These will be handled on a case-by-case basis.

Assignments:
Students will work alone or in groups to complete the assigned problems for each lesson.  These are due one class after the class in which the lesson is completed (per the syllabus or as modified by instructions in class or posted on the instructor's website).  Assignments will be collected periodically and graded as part of the evaluation of student progress in the course.  They will not be accepted late unless severe circumstances arise and these circumstances are communicated to the instructor before the assignment is due.

Withdrawal from the Class:
If a student wishes to withdraw from the class, it is his/her responsibility to adhere to the University's deadlines.  The last day to withdraw from the course with an automatic grade of W is Thursday October 27, 2011. 

A Word about Cell Phones:
Please be considerate of others’ learning process by putting your cell phone, pager or other device you carry in silent mode before you come into the classroom.  If you must make or receive a call during class, please step outside the classroom.  

Evaluation:
1.  Group Work/Homework collected periodically--10%
2.  Corporate tax return--5%
3.  Class participation/attendance--5%
4.  Student presentation(s)--5%
5.  Take home midterm—37.5%
6.  Final exam (comprehensive)—37.5%
.

The University of Texas at San Antonio Academic Honor Code

A.	Preamble 
The University of Texas at San Antonio community of past, present and future students, faculty, staff, and administrators share a commitment to integrity and the ethical pursuit of knowledge.  We honor the traditions of our university by conducting ourselves with a steadfast duty to honor, courage, and virtue in all matters both public and private.  By choosing integrity and responsibility, we promote personal growth, success, and lifelong learning for the advancement of ourselves, our university, and our community.
B.	Honor Pledge
In support of the ideals of integrity, the students of the University of Texas at San Antonio pledge:

“As a UTSA Roadrunner I live with honor and integrity.”

C.	Shared responsibility
The University of Texas at San Antonio community shares the responsibility and commitment to integrity and the ethical pursuit of knowledge and adheres to the UTSA Honor Code.

The Roadrunner Creed
The University of Texas at San Antonio is a community of scholars, where integrity, excellence, inclusiveness, respect, collaboration, and innovation are fostered.

As a Roadrunner,

I will:

•	Uphold the highest standards of academic and personal integrity by practicing and expecting fair and ethical conduct;

•	Respect and accept individual differences, recognizing the inherent dignity of each person;

•	Contribute to campus life and the larger community through my active engagement; and

•	Support the fearless exploration of dreams and ideas in the advancement of ingenuity, creativity, and discovery.

Guided by these principles now and forever, I am a Roadrunner!

TENTATIVE CLASS SCHEDULE
Note:  This schedule may be modified to accommodate class needs, student presentation schedules and beneficial opportunities that may arise e.g. guest speakers etc.)
	
Day     Date             Lesson  		Topic
Thu	8/25		Intro/1		Hand Out Syllabus-Introduction/
					Definition of a corporation

Thu	9/1		1/2A		(Continued)/Corporate Income Tax

Thu	 9/8		2A/2B		(continued)/Dividend Received Deduction and Controlled Groups of Corporations

Thu	9/15		2B		(continued)-Also Assignment TBA

Thu    9/22		3A/3B		Organization of a Corporation:  Section 351, and related issues (boot, basis, midstream issues).

Thu 	9/29		3B		(continued)

Thu 	10/6		4		Corporate Capital Structure (Debt vs. Equity)

Thu 	10/13		5A		Dividends/Non-liquidating distributions (in general)--take home exam distributed 

Thu    	10/20		Workday for Take Home Exam (No Formal Class Meeting)

Thu  	10/27		5A/5B		Take home exam due Dividends continued, 						distributions in kind and constructive 						distributions.

Thu 	11/3		5B   	Distributions in kind and constructive distributions.

Thu 	11/10		6A/6B		Stock Redemptions and Related Matters

Thu	11/17		9		Reorganizations

Thu	11/24		Thanksgiving (No Class Meeting)

Thu 	12/1		8A/8B		Complete Liquidations (in general)/Subsidiary Liquidations.

Sat	12/10		Final Exam 5:00-7:30pm (or take home exam due 5PM)