W. Va. Code R. § 110-21C-2

Current through Register Vol. XLI, No. 50, December 13, 2024

Section 110-21C-2 - Definitions

2.1. General Rule. -- Unless a specific definition is provided in subsection 2.2 of this section, or the context in which the term is used clearly requires a different meaning, the terms used in this rule have the definitions provided under W. Va. Code §§ 11-10-1 et seq., 11-21-1 et seq. and 11-24-1 et seq.

2.2. Terms defined.

2.2.a. "C corporation" means a corporation which is not an S corporation for federal income tax purposes.

2.2.b. "Corporation" means any entity taxed as a corporation for federal income tax purposes.

2.2.c. "Credit" means the tax credit for qualified rehabilitated building investment authorized by W. Va. Code §§ 11-21-8a, 11-24-23a, and 11-21-8g.

2.2.d. "General partnership" means a partnership other than a "limited partnership" as defined in this subsection.

2.2.e. "General partner" means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and is named in the certificate of limited partnership as a general partner.

2.2.f. "Limited liability company" means a limited liability company or foreign limited liability company as defined in W. Va. Code § 31B-1-101 which is taxable as a partnership, and includes a professional limited liability company as defined in W. Va. Code § 31B-13-1301.

2.2.g. "Limited liability partnership" means a "registered limited liability partnership" or "foreign limited liability partnership" as defined in W. Va. Code § 47B-1-1.

2.2.h. "Limited partner" means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement.

2.2.i. "Limited partnership" means a partnership formed by two or more persons under the laws of this State and having one or more general partners and one or more limited partners.

2.2.j. "Multiple owners of property" or "owners" means persons (other than shareholders of a C corporation) having an ownership interest in a qualified rehabilitated building who are eligible to claim the credit for qualified rehabilitated buildings investment.

2.2.k. "Member" means a member of a limited liability company.

2.2.l. "Operating agreement" means the agreement described in W. Va. Code § 31B-1-103 concerning the relationship among the members, managers and limited liability company. "Operating agreement" includes amendments to the agreement pursuant to W. Va. Code § 31B-1-101(16).

2.2.m. "Partner" means a member of a partnership, including a limited partner or a general partner of a limited partnership.

2.2.n. "Partnership" means a partnership as defined in Section 761 of the Internal Revenue Code of 1986, as amended, and includes a general partnership, a limited partnership, and a limited liability partnership.

2.2.o. "Partnership agreement" means any valid agreement, written or oral, of the partners as to the affairs of a partnership and the conduct of its business.

2.2.p. "Partnership interest" means a partner's share of the profits and losses of a partnership and the right to receive distributions of partnership asset.

2.2.q. "Shareholder" means a shareholder of an S corporation, and does not include a shareholder of a C corporation.

2.2.r. "S corporation" means a small business corporation for which a valid election under subchapter S of the Internal Revenue Code is in effect for the taxable period. All other corporations are C corporations.

2.2.s. "Taxpayer" means the person or entity who made the qualified rehabilitation expenditures eligible for credit under W. Va. Code §§ 11-21-8a, 11-21-8g, or 11-24-23a as well as the person or entity who acquires tax credits pursuant to W. Va. Code §§ 11-21-8h or 11-24-23g.

W. Va. Code R. § 110-21C-2