CPA Exam — REG (Regulation)Federal Taxation of EntitiesMedium
A client, an S corporation, made a cash distribution of $60,000 to its sole shareholder. The shareholder's basis in the S corporation stock was $40,000 before the distribution. The S corporation's accumulated adjustments account (AAA) balance was $30,000, and it had no accumulated earnings and profits (AE&P). What is the shareholder's recognized gain from this distribution?
- A$20,000
- B$0
- C$30,000
- D$10,000
Show answer & explanationAnswer & explanation
Correct answer: A. $20,000
S corporation distributions without AE&P are first a tax-free return of AAA, then a tax-free return of basis, and finally capital gain. The first $30,000 of the distribution is from AAA (tax-free, reduces basis to $10,000). The next $10,000 is a tax-free return of the remaining basis (reduces basis to $0). The remaining $20,000 ($60,000 - $30,000 - $10,000) is recognized as capital gain.
Why the other options are wrong
- B. Incorrect; the distribution exceeds both AAA and basis, resulting in a gain.
- C. This would be the case if the entire AAA was taxed, which is incorrect for S corp distributions.
- D. This would be correct if the distribution was $50,000 ($30,000 AAA + $40,000 basis = $70,000 total tax-free, $60,000 distributed, $10,000 gain if basis was $30,000).
S Corp Distribution (No AE&P)
For an S corporation without Accumulated Earnings and Profits (AE&P), distributions are first tax-free to the extent of the Accumulated Adjustments Account (AAA), then tax-free to the extent of the shareholder's stock basis, and finally treated as capital gain.
- First from AAA (tax-free, reduces basis).
- Then return of capital (tax-free, reduces remaining basis).
- Any excess is capital gain.
Memory trick: AAA First, Basis Next, Gain Last for S Corp Cash!