REPUBLIC OF THE PHILIPPINES

DEPARTMENT OF FINANCE
BUREAU OF INTERNAL REVENUE
Quezon City

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Gentlemen:

In connection with your request for a confirmation of your opinion that no gain or
loss is recognized on the transfer of real properties in exchange for shares of stock in
accordance with Revenue Regulations No. 18-2001 and Revenue Memorandum Order
No. 32-2001 pursuant to Section 40(C)(2) and (6)(c) of the Tax Code of 1997, you should
submit to this Office, Attn.: Chief, Law Division, the following documents:
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/___________/ Covering letter with statement of facts;
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/___________/ Application and Joint Certification (BIR Form No. 1927);
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/___________/ Proof of Payment of the Processing Fee (BIR Form No. 0605)
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/___________/ Original Copy of the Deed of Transfer/Assignment/Exchange;
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/___________/ Certified true copy of the Articles of Incorporation duly
registered with SEC of the transferee corporation;
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/__________ / Certified true copy of the Certificate of Increase of the transferee
corporation from the SEC;
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/__________ / Certified true copy of the Transfer Certificate/s of Title;
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/___________/ Certified true copy (latest) of the corresponding Tax Declaration;
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/___________/ Sworn Certification as to original or historical cost of
acquisition/adjusted cost basis of the land separate from the
improvement/building transferred duly attested by the
owners/transferors;
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/___________/ Certified true copy of the fair market value or zonal value of the
properties involved in the exchange;
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/__________/ Certification by secretary of transferee corporation as to the
stockholdings of transferee before and after assignment of
property/ies;
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/__________/ Latest Audited Financial Statements of the transferors and
transferee ( if the transferor is a corporation only);
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/__________/ Special Power of Attorney executed by a transferor and/or
transferee, if the application is being submitted by a taxpayer’s
authorized representative, other than the taxpayer himself;
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/__________/ Original Copy of the Documentary Stamp Tax
Declarations/Returns (BIR Form No. 2000);
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/__________/ Other pertinent documents.

Taxpayer is required to submit three (3) copies of each of the above fastened
to a folder to this Office. A fourth (4th ) copy shall be for the file of the taxpayer
as proof of receipt by this Office.

Unless the said documents are submitted, no ruling will be issued by this
Office.

Very truly yours,

ATTY. HERMENO A. PALAMINE

Chief, Law Division

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