What does Preamble of Stop Subsidizing Giant Mergers Act do?

This bill, formally titled 'To amend the Internal Revenue Code of 1986 to end the tax-free treatment of certain corporate reorganizations that involve large corporations,' aims to modify the Internal Revenue Code of 1986.

What does SHORT TITLE. of Stop Subsidizing Giant Mergers Act do?

This bill is formally titled the 'Stop Subsidizing Giant Mergers Act'.

What does MODIFICATION OF RULES RELATING TO CORPORATE REORGANIZATIONS FOR of Stop Subsidizing Giant Mergers Act do?

This section modifies rules related to corporate reorganizations for certain large corporations. It amends Section 368(a)(2) of the Internal Revenue Code of 1986 to establish special rules for acquisitive reorganizations involving corporations with combined average annual gross receipts exceeding $500,000,000. These special rules exclude certain mergers, consolidations, acquisitions, or transfers from being treated as those described in specific paragraphs. Exceptions exist if corporations control each other, another corporation controls both, or if they meet a specific gross receipts test. The $500,000,000 threshold is subject to inflation adjustments beginning after 2026. The Secretary is authorized to prescribe regulations to prevent abuse of these rules. It also amends Section 351 to create a special rule with respect to multiple transferors of property by corporations exceeding $500,000,000 in combined gross receipts, with similar exceptions and inflation adjustments. The amendments apply to transfers after the date of enactment of this Act.

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Stop Subsidizing Giant Mergers Act

Last updated: 3/25/2026 · Introduced: 3/25/2026

Author: Sheldon Whitehouse (D-RI)

TL;DR (AI)

This bill modifies the Internal Revenue Code to remove tax-free treatment for certain corporate reorganizations involving corporations with combined average annual gross receipts exceeding $500,000,000.
The bill establishes special rules excluding specific mergers and acquisitions from tax-free treatment, with exceptions for corporate control and gross receipts tests.
Amendments apply to transfers occurring after the bill's enactment, and the $500,000,000 threshold will be adjusted for inflation after 2026.

119th Congressin committeeOfficial page

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Other Sections

Includes provisions on preamble, short title., and 1 more.

3 sections

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