Tax Book Value definition
Tax Book Value of an asset means, as of any particular date, the value at which the asset is properly reflected on the books and records of the Company as of such date in accordance with Section 1.704-1(b)(2)(iv) of the Treasury Regulations as follows:
Tax Book Value means with respect to any asset, the asset’s adjusted basis for federal income tax purposes, except as follows:
Tax Book Value means, with respect to any asset, such asset’s adjusted basis for U.S. federal income Tax purposes, except as follows: (a) the initial Tax Book Value of any asset (other than cash) contributed by a Member to the Company will be the gross Fair Market Value of such asset as of the date of such contribution; (b) the Tax Book Value of all Company assets will be adjusted to equal their respective gross Fair Market Values as of the following times: (i) the contribution of more than a de minimis amount of assets to the Company by a new or an existing Member as consideration for any Membership Interest; (ii) the distribution by the Company to a Member of more than a de minimis amount of Company assets as consideration in respect of any Membership Interest of such Member; (iii) the liquidation of the Company within the meaning of Treasury Regulations Section 1.704-1(b)(2)(ii)(g); (iv) in connection with the grant of any Membership Interest in the Company (other than a de minimis interest) as consideration for the provision of services to or for the benefit of the Company by an existing Member acting in a member capacity, or by a new Member acting in a member capacity or in anticipation of being a Member; and (v) the acquisition of any Membership Interest in the Company upon the exercise of a non-compensatory option in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv)(s); provided, however, that adjustments pursuant to clauses (i), (ii), (iv) and (v) of this sentence will be made only if the Board reasonably determines that such adjustments are necessary or appropriate to reflect the relative economic interests of the Members in the Company; (c) the Tax Book Value of any Company asset distributed to any Member will be the gross Fair Market Value of such asset on the date of distribution; (d) the Tax Book Values of the Company assets will be increased (or decreased) to reflect any adjustments to the adjusted basis of such assets pursuant to Section 734(b) or Section 743(b) of the Code, but only to the extent that such adjustments are taken into account in determining Capital Accounts pursuant to Treasury Regulations Section 1.704-1(b)(2)(iv)(m) and clause (f) of the definition of “Profits” and “Losses” or Section 4.8(b)(vii); provided, however, that Tax Book Values will not be adjusted to the extent that an adjustment pursuant to clause (b) is required in connection with a transaction that would otherwise result in an adjustment pursuant to this clause (...
Examples of Tax Book Value in a sentence
In the event the Tax Book Value of any Company asset is adjusted in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv)(f), subsequent allocations of income, gain, loss and deduction with respect to such asset shall take account of any variation between the adjusted basis of such asset for U.S. federal income Tax purposes and its Tax Book Value in a manner consistent with this Section 4.8(e).
More Definitions of Tax Book Value
Tax Book Value shall have the meaning set forth in Section 7.7.
Tax Book Value means the adjusted basis for federal income tax purposes of any Company property, except as follows: (i) the Tax Book Value of any property contributed by a Member to the Company shall initially be its gross fair market value, as set forth herein or as otherwise jointly determined by the contributing Member and the Company; (ii) the Tax Book Value of all Company property shall be adjusted based on their respective fair market values, as agreed by the Members, as of each of the following times: (A) the acquisition of an additional Interest in the Company by any new or existing Member in exchange for more than a de minimis Capital Contribution to the Company; (B) the Distribution by the Company to a retiring or continuing Member of more than a de minimis amount of property or cash, as consideration for an Interest in the Company (within the meaning of Treasury Regulations Section 1.704-1(b)(2)(iv)(f)(5)); and (C) the liquidation of the Company within the meaning of Treasury Regulations Section 1.704-1(b)(2)(ii)(g); and (iii) if the Tax Book Value of any Company property has been determined or adjusted pursuant to clause (i) or (ii) above, it shall thereafter be adjusted by the depreciation, amortization and any other cost recovery deductions taken into account with respect to such property for purposes of computing Net Income and Net Loss.