Successor
(1) Successor. A successor is an individual or entity (including a disregarded entity as defined in paragraph (b)(3) of this section) that is primarily liable, pursuant to applicable law (including, for example, by operation of a state or federal merger statute), for the tax liability of a corporation that was a member of the group but is no longer in existence under applicable law. The determination of tax liability is made without regard to 1.1502-1(f)(4) or 1.1502-6(a). (For inclusion of a successor in references to a subsidiary or member, see paragraph (b)(5)(iii) of this section.) (2) Entity. The term entity includes any corporation, limited liability company, or partnership formed under any state, federal, or foreign jurisdiction. The term entity includes a disregarded entity (as defined in paragraph (b)(3) of this section). The term entity does not include an entity that has terminated even if it is in a winding up period under the law under which it is organized. (3) Disregarded entity. The term disregarded entity includes any of the following types of entities that are disregarded as separate from their owners (i) Qualified real estate investment trust subsidiaries (within the meaning of section 856(i)(2)); (ii) Qualified subchapter S subsidiaries (within the meaning of section 1361(b)(3)(B)); and (iii) Eligible entities with a single owner (within the meaning of 301.7701-3 of this chapter). (4) Default successor. A successor to the agent is the default successor if it is an entity (whether domestic or foreign) that is the sole successor to the agent. A partnership is treated as a sole successor with primary liability notwithstanding that one or more partners may also be primarily liable by virtue of being partners. (5) Member or subsidiary. All references to a member or subsidiary for a consolidated return year include (i) Each corporation that was a member of the group during any part of such year (except that any reference to a subsidiary does not include the common parent); (ii) Each corporation whose income was included in the consolidated return for such year, notwithstanding that the tax liability of such corporation should have been computed on the basis of a separate return, or as a member of another consolidated group, under the provisions of 1.1502-75; and (iii) Except as indicated otherwise, a successor of any of the foregoing corporations. (6) Completed year. A completed year is a consolidated return year that has ended, or will end at the time of the referenced event. (7) Current year. A current year is a consolidated return year that is not a completed year.