Change of Activity, Change of Owership.

[jaykangcpa]

Hi All,

Hope you doing well.

one of my clients who is foreigner have a company in a his country. the company in korea owns 100% share of a us corp (1120). the us corp selling cloths and was doing bad. They have net carry over loss is about 700k.  two people are interested in the company has net loss want to buy out the company and do a restaurant business with the firm. 

Can I just file change of the ownerships and change the naics code and file the 1120 tax return? 

If I cannot do so, could you tell me the reason?

Thank you a lot guys.

[sjrcpa · Accepted solution]

New shareholders of a C Corporation doesn't change the 1120 filing.

BUT, there is a significant limitation on use of NOLs when ownership changes.