When a consolidated unitary group acquires a TX Corp, does TX follow Sec. 382 and Sec. 383 and apply a limitation on the utilization of the acquired entity's TX R&D credits following the acquisition?

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Gut reaction is no, but by now you have probably checked it.

BLCs are a different story though, if you are dealing with them. The acquired entity's BLC would be lost upon joining the new group.

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Nothing says it is or it isn't. I ended up calling the state comptroller and the agent also said no.

Definitely no 383 limitation

Per the Franchise tax Rules 34 TAC 3.594 (c )(3) ....Can a combined group continue to take a credit for business loss carryforwards if it adds a member to the combined group?
If a combined group expands from within, there is no effect on the temporary credit of the combined group. If a combined group adds an existing entity to the group, that new member's temporary credit is lost.

Example: If Group ABC acquires D after June 30, 2007, then A, B and C's credits remain. D's credit, if any, is lost.

You are exactly right, it is really easy to lose BLCs in an acquisition. I had to write a long memo on this for a transaction back when I was at EY. There is a revenue ruling or something about this, I just don't recall the cite.

OP asked about R&D credits not BLC.

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