NYC-3L Instr

Instructions for Form NYC-3L

General Corporation Tax Return

or fiscal years beginning in 2014 or for calendar year

2014

l Royalty payments -- For tax years beginning on or after January1, 2013, the General Corporation Tax has been amended to change the treatment of

royalty payments to related members. Under prior law, taxpayers who made royalty payments to related entities were required to add back the amount

of the payments to taxable income if those payments were deducted when calculating federal taxable income and if the royalty recipient, under cer-

tain conditions, could exclude the royalty income. Ad. Code section 11-602(8)(n), as amended, eliminates the income exclusion previously allowed

to certain royalty recipients and increases to four the number of exceptions to the add-back requirement. Part E of Chapter 59 of the Laws of 2013,

§ 10. For more information, see “Royalty Payments to Related Members,” below.

l Local Law 67 of 2009, as amended, added section 11-604(21) to the Ad. Code, which provides a new biotechnology credit for tax years 2010 through

2015 to certain qualified emerging technology companies for certain costs and expenses incurred.

l Section 2 of Chapter 201 of the Laws of 2009 provides for a phase-in of single factor allocation over 10 years beginning in 2009. For taxable years

beginning in 2014, the business allocation factor will be a weighted average composed of 13.5% of New York City property over total property,

13.5% of New York City wages over total wages and 73% of New York City receipts over total receipts.

l For taxable years beginning after 2010, the election to double-weight the gross income percentage for manufacturers is no longer available. Note:

The phase-in of single factor allocation is now more advantageous than double-weighting.

l Section 17 of Chapter 201 of the Laws of 2009 replaced the $300 fixed dollar minimum tax under the General Corporation Tax (“GCT”) with a sliding

scale fixed dollar minimum tax based on receipts allocated to New York City for tax years beginning after 2008. See Ad Code § 11-604(1)(E)(a)(4) as

amended.

l Mandatory Combination – A 2009 amendment now requires the mandatory combination of related GCT taxpayers with substantial intercorporate

transactions, regardless of the transfer price used in the intercorporate transactions. See Ad Code § 11-605(4), as amended by section 4 of Chapter

201 of the Laws of 2009. For more information see the instructions for Form NYC-3A.

l The law was changed in 2009 to add back the Metropolitan Commuter Transportation Mobility Tax (“MTA Payroll Tax”) under Article 23 of the New

York State Tax Law. GCT taxpayers must add back the MTA Payroll Tax to the extent it was deducted in computing federal taxable income. See Ad

Code § 11-602(8)(b)(19) as added by section 17 of Part C of Chapter 25 of the Laws of 2009.

l Termination of GCT tax status under Gramm-Leach-Bliley transition rules - The law was amended in 2009 to provide conditions under which cor-

porations subject to tax under the General Corporation Tax (GCT) as a result of the transition rules relating to the Gramm-Leach-Bliley provisions

will no longer be taxable under the GCT. If any of the conditions exist or occur in a tax year beginning on or after January 1, 2009, such a corpora-

tion will be taxable under the Banking Corporation Tax (BCT), rather than the GCT, as of the first day of the tax year in which the condition applied.

Administrative Code section 11-640(m), as added by Chapter 201 of the Laws of 2009, section 32.

l Captive Real Estate Investment Trusts (REITs) and Regulated Investment Companies (RICs) - For tax years beginning on or after January 1, 2009, the

law has been changed concerning the tax treatment of “captive” REITs and RICs, that is, those where more than 50% of the voting stock is owned or

controlled, directly or indirectly, by a single corporation. Under those changes, if a corporation subject to the GCT directly owns over 50% of the vot-

ing stock of a captive REIT or RIC or is the closest controlling shareholder of the voting stock of a captive REIT or RIC, the REIT or RIC may be sub-

ject to the GCT and required to be included in a GCT combined return with that corporation. Chapter 201, section 9 of the Laws of 2009. For more

information, see “Captive Real Estate Investment Trusts (REITs) and Regulated Investment Companies (RICs),” below.

l For purposes of the New York City Unincorporated Business Tax, General Corporation Tax and Banking Corporation Tax, the City has “decoupled”

from the federal bonus depreciation allowed under the Economic Stimulus Act of 2008 and subsequent related legislation, except with respect to the

depreciation deductions allowed with respect to “qualified New York liberty zone property” and “qualified property” placed in service in the Resur-

gence Zone (generally the area in the borough of Manhattan south of Houston Street and north of Canal Street). For City tax purposes, depreciation

deductions for all other “qualified property” must be calculated as if the property was placed in service prior to September 11, 2001. Local Law 17

of 2002. See Form NYC-399Z and Finance Memorandum 14-1, “Application of IRC Section 280F Limits to Sports Utility Vehicles”for more infor-

mation.

l For tax years beginning after 2006, taxpayers with (1) gross income, as defined under §61 of the Internal Revenue Code, of less than $250,000, (2) a busi-

ness allocation of 100%, and (3) no investment capital or income, or subsidiary capital or income are exempt from having to determine the alternative tax

on capital and the alternative tax on entire net income plus compensation. See section 11-604(1)(I) of the Administrative Code of the City of New York, as

added by Chapter 491 of the Laws of 2007. If a taxpayer meets these criteria and is otherwise eligible to file Form NYC-4S, the taxpayer may be eligible to

use Form NYC-4S-EZ. To determine if you can use Form NYC-4S-EZ, see the instructions for that form. Taxpayers who meet the three criteria noted above

but are not eligible to file a Form NYC-4S-EZ must use Form NYC-3L but need not calculate the alternative tax on capital and the alternative tax on entire

net income plus compensation. For purposes of computing entire net income for City purposes, corporations, other than New York State S corporations, that

meet the three requirements listed above may elect to use the sum of New York State entire net income and any deductions taken for the taxable year in com-

puting federal taxable income for General Corporation Tax paid or accrued.

ig hli ght s

of Recent Tax Law Changes for Corporations

Finance

NEW YORK CITY DEPARTMENT OF FINANCE

Payments may be made on the NYC Department of Finance website at

nyc.gov/eservices

, or via check or money order. If

paying with check or money order, do not include these payments with your New York City return. Checks and money orders

must be accompanied by payment voucher form NYC-200V and sent to the address on the voucher. Form NYC-200V must be

postmarked by the return due date to avoid late payment penalties and interest. See form NYC-200V for more information.

IMPORTANT INFORMATION CONCERNING FORM NYC-200V AND PAYMENT OF TAX DUE

GENERAL INFORMATION

S CORPORATIONS

An S corporation is subject to the General Cor-

poration Tax (GCT) and must file either Form

YC-4S, NYC-4S-EZ or NYC-3L, whichever

is applicable. Under certain limited circum-

stances, an S corporation may be permitted or

required to file a combined return (Form NYC-

A). See, e.g., Finance Memorandum 99-3 for

information regarding the treatment of quali-

fied subchapter S subsidiaries. Federal S cor-

poration taxpayers must now complete the new

orm NYC-ATT-S-CORP, Calculation of Fed-

eral Taxable Income for S Corporations and in-

clude it with their GCT filing. For more

information see Form NYC-ATT-S-CORP.

CORPORATION DEFINED

Unincorporated entities electing to be treated

as associations taxable as corporations for fed-

eral income tax purposes pursuant to the

“check-the-box” rules under IRC §7701(a)(3)

are treated as corporations for City tax pur-

poses and are not subject to the Unincorpo-

rated Business Tax. Eligible entities having a

single owner disregarded as a separate entity

under the “check-the-box” rules and treated as

either a sole proprietorship or a branch for fed-

eral tax purposes will be similarly treated for

City tax purposes. See Finance Memorandum

99-1 for additional information.

Royalty Payments to Related Members

For tax years beginning on or after January 1,

2013, the General Corporation Tax has been

amended to change the treatment of royalty

payments to related members. Under prior

law, taxpayers who made royalty payments to

related entities were required to add back the

amount of the payments to taxable income if

they were deducted when calculating federal

taxable income. To avoid double taxation, if

the royalty recipient was also a New York tax-

payer, the statute allowed the recipient to ex-

clude the royalty income if the related member

added back the deduction for the royalty pay-

ment expense.

Ad. Code section 11-602(8)(n), as amended,

eliminates the income exclusion previously al-

lowed to certain royalty recipients. It also

modifies the two previous exceptions to the

add-back requirement and adds two additional

exceptions. Those four exceptions generally

can apply in following situations (for addi-

tional conditions that must be met, see the Ad.

Code sections indicated below):

l If all or part of the royalty payment a re-

lated member received was then paid to

an unrelated third party during the tax

year, that portion of the payment will be

exempt if the transaction giving rise to the

original royalty payment to the related

member was undertaken for a valid busi-

ness purpose, and the related member was

subject to tax on the royalty payment in

this city or another city within the United

States or a foreign nation or some combi-

nation thereof (Ad. Code section 11-

602(8)(n)(2)(B)(i));

If the taxpayer's related member paid an

aggregate effective rate of tax on the roy-

alty payment, to this city or another city

within the United States or some combi-

ation thereof, that is not less than 80 per-

cent of the rate of tax that applied to the

taxpayer under Ad. Code section 11-643.5

for the tax year (Ad. Code section 11-

02(8)(n)(2)(B)(ii));

l If the related member is organized under

the laws of a foreign country that has a tax

treaty with the United States, the related

member’s income from the transaction

was taxed in such country at an effective

rate of tax at least equal to that imposed

by this city, and the transaction giving rise

to the royalty was undertaken for a valid

business purpose and reflected an arm's

length relationship. (Ad. Code section 11-

602(8)(n)(2)(B)(iii)); or

l If the taxpayer and the Department of Fi-

nance agree to alternative adjustments that

more appropriately reflect the taxpayer's in-

come. (Ad. Code section 11-

602(8)(n)(2)(B)(iv)).

The law as amended also defines the term “re-

lated member” by linking it to the definition

in Internal Revenue Code section 465(b)(3)(c),

but substituting 50 percent for the 10 percent

ownership threshold.

FOR TAXPAYERS CLAIMING

A NET OPERATING

LOSS DEDUCTION

Taxpayers claiming a deduction for a Net Oper-

ating Loss must complete the new form NYC-

NOLD-GCT, Net Operating Loss Computation

and include it with their GCT filing. For more

information see Form NYC-NOLD-GCT.

REPLACEMENT OF $300 FIXED DOLLAR

MINIMUM TAX WITH FIXED DOLLAR

MINIMUM TAX BASED ON ALLOCATED

RECEIPTS

For tax years beginning after 2008, the $300

fixed dollar minimum tax has been replaced

with a sliding scale fixed dollar minimum tax

based on receipts allocated to New York City.

The sliding scale is the same as the one used to

determine the fixed dollar minimum tax under

the New York State Franchise Tax, but the re-

ceipts used to determine the fixed dollar mini-

mum tax are receipts allocated to the City

instead of receipts allocated to New York State,

as is done under the Franchise Tax. The amount

of City receipts for this purpose is the same as

the amount used for determining the taxpayer’s

business allocation percentage. See Ad Code §

11-604(1)(E)(a)(4) as amended by Ch. 201, §

17, of the Laws of 2009.

TRANSITIONAL PROVISIONS RELAT-

ING TO THE ENACTMENT OF THE

RAMM-LEACH-BLILEY ACT OF 1999

Existing Corporations

Except for a banking corporation described in

paragraphs (1) through (8) of Ad. Code sec-

tion 11-640(a) (see Form NYC-1, Instructions,

"Who Must File" items A through C), for tax-

able years beginning after 1999 and before

2001, a corporation that was in existence be-

fore January 1, 2000, was taxable under the

same tax (either GCT or NYC Banking Cor-

poration Tax (BCT)) as applied to it for its last

taxable year beginning before January 1, 2000.

For this purpose, a corporation was considered

to have been subject to a tax prior to 2000 if it

was not a taxpayer but was properly included

in a combined report filed by another corpo-

ration under that tax. A corporation that was in

existence prior to 2000 but first became sub-

ject to tax after 2000 is considered to have

been subject to whichever tax, GCT or BCT,

would have applied based on its activities had

it been a taxpayer prior to 2000.

The transitional provisions relating to the

Gramm-Leach-Bliley Act of 1999 with respect

to existing corporations have been extended to

apply to each tax year following 2000. As a

result, existing corporations to which the tran-

sitional rules apply remain required to be taxed

under the same tax, GCT or BCT, that applied

for the preceding years. See Ad. Code §11-

640(h)-(l) for more information.

The transition rules were most recently ex-

tended to require that a corporation that was in

existence before January 1, 2012, be taxed in

years beginning after 2011 and before 2015

under the tax, either the GCT or BCT, that ap-

plied to it for the last year beginning before

2012. However, for years beginning after

2011, only corporations that meet the defini-

tion of a banking corporation in Ad. Code sec-

tion 11-640(a) (see “Who Must File,” below)

will be allowed to remain subject to the Bank

Tax under the transitional provisions. Ad. Code

§11-640(l)(1) as last amended by Ch. 59, Part

R, §3 of the Laws of 2012.

Newly-Formed Corporations

A corporation formed on or after January 1,

2000, and before January 1, 2001, was per-

mitted to elect to be subject to either the GCT

or BCT for its first taxable year beginning

after 1999 and before 2001 provided either:

l the corporation was a financial subsidiary,

l at least 65% of the corporation's voting

stock is owned or controlled, directly or

indirectly, by a financial holding com-

Instructions for Form NYC-3L - 2014 Page 2

pany, and the corporation is principally

engaged in activities described in sections

(k)4 or 4(k)5 of the Bank Holding Com-

pany Act of 1956, as amended, or de-

scribed in regulations promulgated under

that section.

A financial subsidiary is a corporation whose

voting stock is 65% or more owned or con-

trolled, directly or indirectly, by a banking cor-

poration (including a corporation that has

elected to be subject to the BCT under these

transition rules) described in paragraphs (1)

through (3) of Ad. Code section 11-640(a) and

described in 12 USCS section 24a or section

46 of the Federal Deposit Insurance Act.

A financial holding company is a corporation

that has filed with the Federal Reserve Board

a written declaration of its election to be a fi-

nancial holding company under section 4(i) of

the Bank Holding Company Act of 1956, as

amended, provided the Federal Reserve Board

has not found that election to be ineffective.

An election by a newly-formed corporation

under this provision must have been made on

or before the due date for filing its return for the

applicable year, including extensions, and was

made by filing the return required under the ap-

propriate tax. The election is irrevocable.

The transitional provisions relating to the

Gramm-Leach-Bliley Act of 1999 with respect

to newly-formed corporations have been ex-

tended to apply to each tax year following

2000. As a result, a newly-formed corporation

is permitted to elect to be taxed under either

the GCT or BCT for its first tax year if it meets

the requirements described above. See Ad.

Code §640(h)-(l) for more information.

The transition rules were most recently extended to

permit a qualifying corporation formed on or after

January 1, 2012, and before January 1, 2015, to

elect to be taxed under either the GCT or BCT for

its first tax year beginning after 2011 and before

2015. Ad. Code §11-640(l)(2) as last amended by

Ch. 59, Part R, §3 of the Laws of 2012.

However, see the section entitled “Termina-

tion of GCT Tax Status under Transitional Pro-

visions,” below, for changes to the law

applicable to tax years beginning on or after

January 1, 2009, and a description of when a

corporation will no longer be taxable under the

GCT.

Combined Filing under Transitional Provi

sions

A bank holding company doing business in the

City that, during a taxable year beginning after

1999 and before 2015, registers for the first time

as a bank holding company under the Bank

Holding Company Act of 1956, as amended,

and elects to be a financial holding company,

may file a combined report under the BCT for

such year with one or more banking corpora-

tions doing business in the City and 65% or

ore owned or controlled, directly or indirectly,

by that bank holding company without seeking

permission from the Commissioner. In addition,

such bank holding company may, without seek-

ng the Commissioner's permission: (i) include

in a combined report filed for a subsequent year

beginning after 1999 and before 2015 any eligi-

ble banking corporation that, for the first time in

uch subsequent year, either is doing business in

the City or meets the above ownership require-

ments; and (ii) eliminate from a combined re-

port filed in any such subsequent year any

orporation no longer meeting the requirements

for combination in such subsequent year. Ex-

cept as provided above, the permission of the

Commissioner is required for any such bank

holding company to cease to file on a combined

basis, elect to file on a combined basis or make

any changes to the composition of the group of

corporations filing on a combined basis for any

subsequent year. Ad Code §11-646(f)(2)(iv).

Termination of GCT Tax Status under

Transitional Provisions

The law was changed in 2009 to provide condi-

tions under which corporations subject to tax

under the GCT as a result of the transition rules

relating to the Gramm-Leach-Bliley provisions

(both existing and newly-formed corporations

as described above) will no longer be taxable

under the GCT. If any of the conditions set out

below exist or occur in a tax year beginning on

or after January 1, 2009, such a corporation will

be taxable under the BCT, rather than the GCT,

as of the first day of the tax year in which the

condition applied:

• The corporation ceases to be a taxpayer

under the GCT.

• The corporation becomes subject to the

fixed dollar minimum tax under Ad. Code

section 11-604(1)(E)(a)(4).

• The corporation has no wages or receipts al-

locable to New York City pursuant to Ad.

Code section 11-604(3) or is otherwise inac-

tive. However, this condition does not apply

to a corporation that is engaged in the active

conduct of a trade or business, or substan-

tially all of the assets of which are stock and

securities of corporations that are directly or

indirectly controlled by it and are engaged in

the active conduct of a trade or business.

• 65% or more of the voting stock of the cor-

poration becomes owned or controlled di-

rectly by a corporation that acquired the

stock in a transaction (or series of related

transactions) that qualifies as a purchase

within the meaning of Internal Revenue

Code section 338(h)(3), unless both corpo-

rations, immediately before the purchase,

were members of the same affiliated group

(as such term is defined in IRC section 1504

without regard to the exclusions provided

or in 1504(b)).

• The corporation, in a transaction or series of

related transactions, acquires assets, whether

by contribution, purchase, or otherwise, hav-

ing an average value as determined in accor-

dance with Ad. Code section 11-604(2) (or, if

greater, a total tax basis) in excess of 40% of

the average value (or, if greater, the total tax

basis) of all assets of the corporation imme-

diately before the acquisition and, as a result

of the acquisition, the corporation is princi-

pally engaged in a business that is different

from the business immediately before the ac-

quisition (provided that such different busi-

ness is described in Ad. Code section

11-640(a)(9)(i) or (ii)).

See Ad. Code section 11-640(m).

CAPTIVE REAL ESTATE INVESTMENT

TRUSTS (REITS) AND REGULATED IN-

VESTMENT COMPANIES (RICS)

Captive REITs and RICs

For tax years beginning on or after January 1,

2009, the law has been amended to provide that

a captive REIT or RIC must generally be in-

cluded in a combined report under the General

Corporation Tax (GCT) or Banking Corporation

Tax (BCT). Under new Ad. Code 11-601(12), a

REIT or RIC is a captive REIT or RIC if more

than 50% of its voting stock is owned or con-

trolled, directly or indirectly, by a single corpo-

ration. Any voting stock held in a segregated

asset account of a life insurance corporation as

described in Internal Revenue Code section 817

is not taken into account for the purpose of de-

termining the percentage of stock ownership. As

explained more below, if a corporation subject

to the GCT directly owns over 50% of the voting

stock of a captive REIT or RIC or is the “closest

controlling shareholder” of a captive REIT or

RIC, then the captive REIT or RIC must be in-

cluded in a combined report under the GCT with

that corporation. For these purposes, the “clos-

est controlling stockholder” means the corpora-

tion: (a) that indirectly owns or controls over

50% of the voting stock of a captive REIT or

RIC, (b) is subject to tax under the GCT or BCT

or otherwise required to be included in a com-

bined report or report under the GCT or BCT,

and (c) is the fewest tiers of corporations away in

the ownership structure from the captive REIT

or RIC.

If a captive REIT or RIC is required to be in-

cluded in a combined report under the GCT, it

will be subject to tax under the GCT. Ad.

Code § 11-605(4)(a)(5). Note that if a cap-

tive REIT or RIC is required to be included

in a combined report under the BCT, it will

not be subject to tax under the GCT, and,

as a result, must file an NYC-1 report. Ad.

Instructions for Form NYC-3L - 2014 Page 3

ode section 11-640(d). Further, the

Gramm-Leach-Bliley transitional provi-

sions do not apply to a captive REIT or RIC

required to be included in a combined re-

port under the BCT as provided by Ad.

Code section 11-640(g)(4).

equirement to be Included in a Combined

Report under the GCT

A captive REIT or RIC must be included in a

combined report under the GCT under the fol-

lowing conditions:

(

1) A captive REIT or RIC must be included

in a combined report with the corporation

that directly owns or controls over 50% of

the voting stock of the captive REIT or

RIC if that corporation is subject to tax or

required to be included in a combined re-

port under the GCT.

(2) If over 50% of the voting stock of a cap-

tive REIT or RIC is not directly owned or

controlled by a corporation that is subject

to tax or required to be included in a com-

bined report under the GCT, then the cap-

tive REIT or RIC must be included in a

combined report with the corporation that

is the “closest controlling” stockholder of

the captive REIT or RIC. If the corpora-

tion that is the “closest controlling” stock-

holder is subject to tax or required to be

included in a combined report under the

GCT, then the captive REIT or RIC must

be included in a combined report under the

GCT.

(3) If the corporation that directly owns or

controls the voting stock of the captive

REIT or captive RIC is described as a cor-

poration that is not permitted to make a

combined report as provided in Ad. Code

section 11-605(4)(a)(1), (a)(2) or (a)(4),

then the captive REIT or captive RIC

must determine the closest controlling

shareholder under Ad. Code section 11-

605(4)(a)(5)(iii) to be included in a com-

bined report with that corporation. If the

corporation that is the closest controlling

stockholder of the captive REIT or cap-

tive RIC is a corporation not permitted to

make a combined report, then that corpo-

ration is deemed to not be in the owner-

ship structure of the captive REIT or

captive RIC, and the closest controlling

stockholder will be determined under Ad.

Code section 11-605(4)(a)(5)(iii) without

regard to that corporation.

(4) If a captive REIT owns the stock of a

qualified REIT subsidiary (as defined in

IRC section 856(i)(2)), then the qualified

REIT subsidiary must be included in any

combined report required to be made by

the captive REIT that owns its stock.

(

5) If a captive REIT or RIC is required by

any of the conditions set out herein to be

included in a combined report with an-

other corporation, and that other corpora-

tion is required to be included in a

combined report with another corporation

under other provisions of Ad. Code 11-

605(4)(a), the captive REIT or RIC must

be included in that combined report with

those corporations.

(6) If a captive REIT or RIC is not required to

be included in a combined report or report

under the GCT (Ad. Code § 11-

605(4)(a)(5)) or BCT (Ad. Code § 11-

646(f)), then the corporation will be

required to file a combined report if it ei-

ther meets the substantial intercorporate

transactions requirement provided in Ad.

Code 11-605(4)(a) or the inter-company

transactions or agreement, understanding,

arrangement or transaction requirement of

Ad Code § 11-605(4)(a)(3) is satisfied and

more than 50% of the voting stock of the

captive REIT or the captive RIC and sub-

stantially all of the capital stock of that

other corporation are owned and con-

trolled, directly or indirectly, by the same

corporation.

Computation of Tax for Captive REITs and

RICs

In the case of a combined report under the

GCT, the tax is measured by the combined en-

tire net income or combined capital of all the

corporations included in the report, including

any captive REIT or RIC.

In the case of a captive REIT or RIC that must

be included in a combined report, the entire

net income of the captive REIT must be com-

puted under Ad. Code § 11-603(7) and the en-

tire net income of a captive RIC must be

computed under Ad. Code § 11-603(8).

In computing entire net income, the deduction

under the IRC for dividends paid by the cap-

tive REIT or RIC to any member of the affili-

ated group that includes the corporation that

directly or indirectly owns over 50% of the

voting stock of the captive REIT or RIC must

be added back to the federal taxable income of

the captive REIT or RIC for tax years begin-

ning on or after January 1, 2009. The term af-

filiated group is defined in IRC section 1504

without regard to the exceptions of 1504(b).

CORPORATIONS REQUIRED

TO FILE FORM NYC-3L

A corporation (as defined in Section 11-602.1

of the New York City Administrative Code)

doing business, employing capital, or owning

or leasing property in a corporate or organized

capacity, or maintaining an office in New York

City must file Form NYC-3L and cannot use

Form NYC-4S if:

) it carries on business both inside and out-

side New York City;

2) it has subsidiary and/or investment capital;

3) it claims an optional deduction for ex-

penditures relating to air pollution control

facilities, as provided in Section 11-

602.8(g) of the NYC Admin. Code;

4) it claims a modification with respect to

gain arising from the sale of certain prop-

erty, as provided in Section 11-602.8(h)

of the NYC Admin. Code;

5) it is a real estate investment trust quali-

fied under Sections 856 and 857 of the In-

ternal Revenue Code (see section

11-603.7 of the NYC Admin. Code);

6) it entered into a “safe harbor” lease trans-

action under provisions of the Internal

Revenue Code as it was in effect for

agreements entered into prior to January

1, 1994;

7) it claims a credit for sales and compen-

sating use taxes paid in the current year

or is required to adjust its current General

Corporation Tax as a result of credits

claimed in prior years. See the instruc-

tions to Form NYC-9.5 and the instruc-

tions for Schedule B, lines 6a and 14 for

more information.

8) it claims a credit for increased real estate

tax payments made to a landlord in con-

nection with the relocation of employ-

ment opportunities to New York City, as

provided in Section 11-604.13 of the

NYC Admin. Code;

9) it claims a credit for certain costs or ex-

penses incurred in relocating employment

opportunities to New York City, as pro-

vided in Sections 11-604.14, 11-604.17,

11-604.17-b or 11-604.19 of the NYC

Admin. Code. See Instr. to Forms NYC-

9.5, NYC-9.6 and NYC-9.8;

10) it claims a modification with respect to

wages and salaries disallowed as a de-

duction for federal income tax purposes

(work incentive/jobs credit provisions), as

provided in Section 11-602.8(a)(7) of the

NYC Admin. Code;

11) either separately or as a member of a part-

nership, it is engaged in an insurance

business as a member of the New York

Insurance Exchange;

12) it is a Regulated Investment Company as

defined in Section 851 of the Internal

Revenue Code (see section 11-603.7 of

the NYC Admin. Code);

13) it is a Domestic International Sales Cor-

poration (DISC) or a Foreign Sales Cor-

poration;

14) it claims a credit for New York City Un-

incorporated Business Tax paid by a part-

nership in which it is a partner as

provided in Section 11-604.18 of the

NYC Admin. Code;

15) it will be included in a combined report

(Form NYC-3A);

Instructions for Form NYC-3L - 2014 Page 4

16) it is required by NYC Admin. Code sec-

tion 1-602.8(n) to add back payments for

the use of intangibles made to related

members;

17) it claims a deduction pursuant to section

199 of the Internal Revenue Code (In-

ome Attributable to Domestic Produc-

tion Activities) on its federal tax return;

18) it claims the biotechnology credit, a credit

vailable under NYC Admin. Code sec-

tion 11-604.21 to certain qualified emerg-

ing technology companies for certain

costs and expenses incurred.

he following are NOT required to file a

General Corporation Tax Return:

a) A dormant corporation that did not at any

time during its taxable year engage in any

activity or hold title to real property lo-

cated in New York City

b) A nonstock corporation, organized and

operated exclusively for nonprofit pur-

poses and not engaged in substantial

commercial activities, that has been

granted an exemption by the Department

of Finance

c) Corporations subject to taxation under

Part 4 of Subchapter 3 of Chapter 6, Title

11 (Banking Corporations) or under

Chapter 11, Title 11 (Utility Corpora-

tions) of the NYC Admin. Code are not

required to file General Corporation Tax

returns. However, corporations that are

subject to tax under Chapter 11 as ven-

dors of utility services are subject to the

General Corporation Tax in accordance

with section 11-603.4 of the NYC Admin.

Code and must file a return.

d) A limited profit housing corporation or-

ganized and operating pursuant to the

provisions of Article Two of the Private

Housing Finance Law

e) Insurance corporations

f) A Housing Development Fund Company

(HDFC) organized and operating pur-

suant to the provisions of Article 11 of the

Private Housing Finance Law

g) Organizations organized exclusively for

the purpose of holding title to property as

described in Sections 501(c)(2) or (25) of

the Internal Revenue Code

h) An entity treated as a Real Estate Mort-

gage Investment Conduit (REMIC) for

federal income tax purposes. (Holders of

interests in a REMIC remain taxable on

such interests or on the income thereon.)

i) Corporations principally engaged in the

conduct of a ferry business and operating

between any of the boroughs of the City

under a lease granted by the City

j) A corporation principally engaged in the

conduct of an aviation, steamboat, ferry

or navigation business, or two or more

such businesses, provided that all of the

capital stock of the corporation is owned

by a municipal corporation of New York

k) Bank holding corporations filing on a

combined basis in accordance with Sec-

tion 11-646(f) of the NYC Admin. Code

l) Corporations principally engaged in the op-

eration of marine vessels whose activities in

he City are limited exclusively to the use of

property in interstate or foreign commerce

m) Foreign corporations that are exempt

under the provisions of Public Law 86-

72. See 19 RCNY Section 11-04 (b)(11).

n) For taxable years beginning on or after

January 1, 1998, an alien corporation if

its activities in the City are limited solely

o investing or trading in stocks and se-

curities for its own account within the

meaning of IRC §864(b)(2)(A)(ii) or in-

vesting or trading in commodities for its

own account within the meaning of IRC

§864(b)(2)(B)(ii) or any combination of

these activities. See NYC Admin. Code

§11-603.2-a.

NOTE:A corporation that has an officer, em-

ployee, agent or representative in the City and

that is not subject to the General Corporation

Tax is not required to file a Form NYC-3L,

NYC-3A, NYC-4S or NYC-4S-EZ but must

file a Form NYC-245 (Section 11-605 of the

NYC Admin. Code).

WHEN AND WHERE TO FILE

The due date for filing is on or before March

16, 2015 or, for fiscal year taxpayers, on or be-

fore the 15th day of the 3rd month following

the close of the fiscal year.

Special short-period returns: If this is NOT

a final return and your federal return covered a

period of less than 12 months as a result of

your joining or leaving a federal consolidated

group or as a result of a federal IRC §338 elec-

tion, this return generally will be due on the

due date for the federal return and not on the

date noted above. Check the box on the front

of the return.

All returns, except refund returns:

NYC Department of Finance

P.O. Box 5564

Binghamton, NY 13902-5564

Remittances - Pay online with Form NYC-

200V at

nyc.gov/eservices

, or Mail pay-

ment and Form NYC-200V only to:

NYC Department of Finance

P.O. Box 3646

New York, NY 10008-3646

Returns claiming refunds:

NYC Department of Finance

P.O. Box 5563

Binghamton, NY 13902-5563

AUTOMATIC EXTENSIONS

An automatic extension of six months for filing

this return will be allowed if, by the original due

date, the taxpayer files with the Department of

Finance an application for automatic extension

on Form NYC-EXT and pays the amount prop-

erly estimated as its tax. See the instructions

for Form NYC-EXT for information regarding

hat constitutes a proper estimated tax for this

purpose. Failure to pay a proper estimated

amount will result in a denial of the extension.

A taxpayer with a valid six-month automatic

xtension filed on Form NYC-EXT may re-

quest up to two additional three-month exten-

sions by filing Form NYC-EXT.1. A separate

Form NYC-EXT.1 must be filed for each addi-

ional three-month extension.

Mail Forms NYC-EXT and EXT.1 to the ad-

dress indicated on those forms.

FINAL RETURNS

If a corporation ceases to do business in New

York City, the due date for filing a final Gen-

eral Corporation Tax Return is the 15th day

after the due date of the cessation (Section 11-

605 of the NYC Admin. Code). Corporations

may apply for an automatic six-month exten-

sion for filing a final return by filing Form

NYC-EXT, Application for Automatic 6-

Month Extension of Time to File Business In-

come Tax Return. Any tax due must be paid

with the final return or the extension,

whichever is filed earlier.

ACCESSING NYC TAX FORMS

By Computer - Download forms from the Fi-

nance website at nyc.gov/finance

By Phone - Order forms by calling 311. If

calling from outside of the five NYC bor-

oughs, please call 212-NEW-YORK (212-

639-9675).

OTHER FORMS YOU MAY BE

REQUIRED TO FILE

FORM NYC-EXT - Application For Auto-

matic 6-Month Extension of Time to File

Business Income Tax Return. File it on or be-

fore the due date of the return.

FORM NYC-EXT.1 - Application for Addi-

tional Extension is a request for an additional

three months of time to file a return. A corpo-

ration with a valid six-month extension is lim-

ited to two additional extensions.

FORM NYC-222 - Underpayment of Esti-

mated Tax by Corporations will help a corpo-

ration determine if it has underpaid an

estimated tax installment and, if necessary,

compute the penalty due.

FORM NYC-245 - Activities Report of Cor-

porations must be filed by a corporation that

has an officer, employee, agent or representa-

tive in the City but disclaims liability for the

General Corporation Tax.

FORM NYC-399 - Schedule of New York City

Depreciation Adjustments is used to compute

the allowable New York City depreciation de-

Instructions for Form NYC-3L - 2014 Page 5

duction if a federal ACRS or MACRS depreci-

ation deduction is claimed for certain property

laced in service after December 31, 1980.

FORM NYC-399Z - Depreciation Adjustments

for Certain Post 9/10/01 Property may have to

e filed by taxpayers claiming depreciation de-

ductions for certain sport utility vehicles or

"qualified property," other than "qualified New

York Liberty Zone property," "qualified New

ork Liberty Zone leasehold improvements"

and “qualified resurgence zone property”

placed in service after September 10, 2001, for

federal or New York State tax purposes. See Fi-

ance Memorandum 14-1, “Application of

IRC §280F Limits to Sports Utility Vehicles.”

FORM NYC-400 - Declaration of Estimated Tax

by General Corporations must be filed by any

corporation whose New York City tax liability

can reasonably be expected to exceed $1,000 for

any calendar or fiscal tax year.

FORM NYC-3360 - General Corporation Tax

Report of Change in Tax Base Made by Inter-

nal Revenue Service and/or New York State

Department of Taxation and Finance is used

for reporting adjustments in taxable income or

other basis of tax resulting from an audit of

your federal corporate tax return and/or State

audit of your State corporate tax return.

FORM NYC-CR-A - Commercial Rent Tax

Annual Return must be filed by every tenant

that rents premises for business purposes in

Manhattan south of the center line of 96th

Street and whose annual or annualized gross

rent for any premises is at least $200,000. (Ef-

fective June 1, 2001.)

FORM NYC-RPT - Real Property Transfer

Tax Return must be filed when the corporation

acquires or disposes of an interest in real prop-

erty, including a leasehold interest; when there

is a partial or complete liquidation of the cor-

poration that owns or leases real property; or

when there is a transfer of a controlling eco-

nomic interest in a corporation, partnership or

trust that owns or leases real property.

FORM NYC-ATT-S-CORP - Calculation of

federal Taxable Income for S Corporations

must be included in the GCT filing of every

federal S corporation.

FORM NYC-NOLD-GCT - Net Operating

Loss Computation must be included in the

GCT filing of every GCT taxpayer claiming a

net operating loss deduction.

If you have delinquent taxes and you are in-

terested in the Voluntary Disclosure and Com-

pliance Program, please go to our website at

www.nyc.gov/finance.

ESTIMATED TAX

If the tax for the period following that covered

by this return is expected to exceed $1,000, a

declaration of estimated tax and installment

payments are required. Form NYC-400 is to

be used for this purpose. If the tax on this re-

urn exceeds $1,000, Form NYC-400 will au-

tomatically be mailed to you.

If, after filing a declaration, your estimated tax

ubstantially increases or decreases as a result

of a change in income, deduction or allocation,

you must amend your declaration on or before

the next date for an installment payment. The

rocedure is as follows:

l Complete the amended schedule of the no-

tice of estimated tax due. (This is your quar-

erly notice for payment of estimated tax.)

l Mail the bottom portion of the notice

along with your check to:

NYC Department of Finance

P.O. Box 3922

New York, NY 10008-3922

If the amendment is made after the 15th day of

the 9th month of the taxable year, any increase

in tax must be paid with the amendment.

For more information regarding estimated tax

payments and due dates, see Form NYC-400.

PENALTY FOR UNDERSTATING TAX

If there is a substantial understatement of tax

(i.e., if the amount of the understatement ex-

ceeds the greater of 10% of the tax required to

be shown on the return or $5,000) for any tax-

able year, a penalty will be imposed equal to

10% of the amount of the understated tax.

The amount on which you pay the penalty can

be reduced by subtracting any item for which

(1) there is or was substantial authority for the

way in which the item was treated on the return,

or (2) there is adequate disclosure of the rele-

vant facts affecting the item’s tax treatment on

the return or in a statement attached to the re-

turn.

CHANGE OF BUSINESS

INFORMATION

If there have been any changes in your busi-

ness name, identification number, billing or

mailing address or telephone number, complete

Form DOF-1, Change of Business Informa-

tion. You can obtain this form by calling 311.

If calling from outside of the five NYC bor-

oughs, please call 212-NEW-YORK (212-639-

9675). You can also logon to nyc.gov/finance.

FOREIGN AIRLINES

Retroactive to tax years beginning on or after

January 1, 1989, foreign airlines that have a

foreign air carrier permit pursuant to Section

402 of the Federal Aviation Act of 1958 are

permitted to exclude from entire net income

the following items:

l all income from the international opera-

tion of aircraft, even though effectively

connected with the conduct of a trade or

business in the United States

l income from outside the United States that

is derived from the operation of aircraft

l certain passive income derived from

sources outside the United States

The above exclusions are permitted provided

that the foreign country in which the airline is

based and organized grants a similar or greater

exemption from tax with respect to United

States airlines. For more information, see

Admin. Code Section 11-602.8 (c-1).

or taxable years beginning on or after January

1, 1994, property, receipts and wages, salaries

or other personal service compensation directly

attributable to the generation of income de-

scribed above not included in entire net income

under Admin. Code Section 11-602.8 (c-1) are

excluded when calculating the business alloca-

tion percentage. See Admin. Code Section 11-

604.3 (a) (6).

Also for taxable years beginning on or after

January 1, 1994, in calculating the tax on busi-

ness and investment capital of foreign airlines,

assets (and the liabilities directly or indirectly

attributable to those assets) employed in gen-

erating the income excluded from entire net

income are excluded. (See Admin. Code Sec-

tions 11-602.4 and 11-602.6.)

WIRELESS TELECOMMUNICATIONS

SERVICE PROVIDERS

Effective for tax periods beginning on and

after August 1, 2002, entities who receive

eighty percent or more of their gross receipts

from charges for the provision of mobile

telecommunications services to customers will

be taxed as if they were regulated utilities for

purposes of the New York City Utility Tax and

General Corporation Tax. Thus, such entities

will be subject to only the New York City Util-

ity Tax. The amount of gross income subject

to tax has been amended to conform to the

Federal Mobile Telecommunications Sourcing

Act of 2000. In addition, for tax years begin-

ning on and after August 1, 2002, partners in

any such entity will not be subject to General

Corporation Tax on their distributive share of

the income of any such entity.

SIGNATURE

This report must be signed by an officer au-

thorized to certify that the statements con-

tained herein are true. If the taxpayer is a

publicly-traded partnership or another unin-

corporated entity taxed as a corporation, this

return must be signed by a person duly au-

thorized to act on behalf of the taxpayer.

TAX PREPARERS

Anyone who prepares a return for a fee must

sign the return as a paid preparer and enter his

or her Social Security Number or PTIN. (See

Finance Memorandum 00-1.) Include the

company or corporation name and Employer

Identification Number, if applicable.

Instructions for Form NYC-3L - 2014 Page 6

Preparer Authorization: If you want to

allow the Department of Finance to discuss

our return with the paid preparer who signed

it, you must check the "Yes" box in the signa-

ture area of the return. This authorization ap-

plies only to the individual whose signature

ppears in the "Preparer's Use Only" section

of your return. It does not apply to the firm, if

any, shown in that section. By checking the

"Yes" box, you are authorizing the Department

f Finance to call the preparer to answer any

questions that may arise during the processing

of your return. Also, you are authorizing the

preparer to:

l give the Department any information

missing from your return,

l call the Department for information about

the processing of your return or the status

of your refund or payment(s), and

l respond to certain notices that you have

shared with the preparer about math er-

rors, offsets, and return preparation. The

notices will not be sent to the preparer.

You are not authorizing the preparer to re-

ceive any refund check, bind you to anything

(including any additional tax liability), or oth-

erwise represent you before the Department.

The authorization cannot be revoked; how-

ever, the authorization will automatically ex-

pire no later than the due date (without regard

to any extensions) for filing next year's return.

Failure to check the box will be deemed a

denial of authority.

SPECIFIC INSTRUCTIONS

Check the appropriate box on page 1 of this

form if, on your federal return: (i) you reported

bonus depreciation and/or a first year expense

deduction under IRC §179 for "qualified New

York Liberty Zone property," "qualified New

York Liberty Zone leasehold improvements,"

or "qualified Resurgence Zone property," re-

gardless of whether you are required to file

form NYC-399Z, or (ii) you replaced property

involuntarily converted as a result of the at-

tacks on the World Trade Center during the five

(5) year extended replacement period. You

must attach federal forms 4562, 4684 and 4797

to this return. See instructions for Schedule B,

lines 6d and 16 for more information.

Special Condition Codes

At the time this form is being published, there

are no special condition codes for tax year

2014. Check the Finance website for updated

special condition codes. If applicable, enter the

two character code in the box provided on the

form.

SCHEDULE A

NOTE - ELIGIBLE SMALL FIRMS

For tax years beginning after 2006, taxpayers

are exempt from having to determine the al-

ternative tax on capital and the alternative tax

n the entire net income plus compensation if

they have: (1) gross income, as defined under

§ 61 of the Internal Revenue Code, of less than

$250,000, (2) a 100% business allocation per-

entage, and (3) no investment capital or in-

come or subsidiary capital or income. See

section 11-604(1)(I) of Administrative Code,

as added by L. 2007, ch. 491. Those taxpay-

rs are subject to tax on the larger of the tax

on entire net income and fixed-dollar mini-

mum tax. Therefore, taxpayers meeting these

criteria may skip lines 2a, 2b, 2c and line 3 of

chedule A. The amount entered on line 6 of

Schedule A should be the larger of line 1 or

line 4. These taxpayers are not required to

complete Schedule F. Because these taxpayers

have a 100% business allocation percentage

and are not subject to the tax on capital, these

taxpayers also will not be required to complete

Schedules E or G of this form.

In addition, for purposes of computing the

tax based on entire net income, eligible cor-

porations (other than New York State S cor-

porations) can elect to use the sum of New

York State entire net income, as determined

under New York State Law § 208, and any

deductions taken for the taxable year in com-

puting federal taxable income for General

Corporation Tax paid or accrued, rather than

report the New York City specific modifica-

tions normally required to compute New

York City taxable income. Corporations

making that election should enter the New

York State entire net income on line 1 of

Schedule B, skip lines 2 through 5a of

Schedule B, enter the amount of the General

Corporation Tax deducted on the federal re-

turn on line 5b of Schedule B, skip lines 6

through 18 and enter the sum of line 1 and

line 5b on line 19.

Computation of Tax

LINES 2a AND 2b - TAX ON

ALLOCATED CAPITAL

For cooperative housing corporations as de-

fined in the Internal Revenue Code, the rate

of tax on capital is 4/10 mill (.04%) instead

of 1 1/2 mills (.15%). For all other corpora-

tions subject to tax, including housing com-

panies organized and operating pursuant to

Article Four of the Private Housing Finance

Law (other than cooperative housing corpo-

rations), the rate of tax on capital is 1 1/2 mills

(.15%).

Enter the amount from Schedule E, line 14 in

the left-hand column of line 2a or line 2b.

Multiply by the applicable percentage and

enter the tax in the right-hand column. If the

tax amount exceeds $1,000,000, enter

$1,000,000. See instructions for Schedule E,

lines 7-11 for information on how to calculate

capital for short tax years.

A real estate investment trust (“REIT “) and a

regulated investment company (“RIC”), other

than a captive REIT or captive RIC that must

be included in a combined report, are not sub-

ject to the alternative tax on capital and should

not include any amount on line 2a. For more

on the application of the alternative tax on cap-

ital to captive REITs and RICs, see the in-

structions under the heading “Computation of

Tax for Captive REITs and RICs” on page 4

of these instructions.

INE 3 - ALTERNATIVE TAX

Every taxpayer, other than a REIT or RIC, or

taxpayers exempt under section 11-604(1)(I)

of the Administrative Code as described

above, must calculate its alternative tax and

enter its computation on line 3. To compute

the alternative tax, measured by entire net in-

come plus compensation, you must use the

schedule on page 2 of Form NYC-3L. Pro-

fessional corporations must calculate the al-

ternative tax.

For special treatment of “Eligible Small

Firms,” see instructions above.

ADDITIONAL INFORMATION FOR

COMPUTING THE ALTERNATIVE TAX

ALTERNATIVE TAX SCHEDULE

a) Line 1- Net Income. Enter the amount on

Schedule B, line 19 or 20. If the amount

entered on Schedule B, line 19 is 0 be-

cause the amount that would have been

entered on that line would have been as a

loss (i.e., the amount on Schedule B, line

18 was greater than the amount on Sched-

ule B, line 8), enter the amount of this

loss on line 1.

b) Line 2 - Salaries. No portion of officers

salaries and other compensation is in-

cluded in the alternative tax base.

Notwithstanding the foregoing, include

in the alternative tax computation

100% of all salaries and compensation

of stockholders owning more than 5%

of the corporation’s stock, as deducted

for federal tax purposes and reported

on Schedule F, regardless of whether

such stockholders are also officers. In

determining whether a stockholder owns

more than 5% of the issued capital stock,

include all classes of voting and nonvot-

ing stock, issued and outstanding.

c) Line 3 - Enter on line 3 the sum of line 1

and line 2.

d) Line 4 - Enter $40,000. If the return does

not cover an entire year, the exclusion

must be prorated based on period covered

by the return.

e) Line 6 - The alternative tax measured by

entire net income plus compensation is

Instructions for Form NYC-3L - 2014 Page 7

determined by multiplying line 5 by 15

percent.

LINE 4 – MINIMUM TAX

Enter the amount of New York City Receipts

from Schedule H, Column A, line 2g and the

inimum Tax amount from the following

table. If 100% of your business income is

to be allocated to the City, enter the total

amount of your business receipts, which

hould be the same as the amount that you

would have had to enter on line 2g of Sched-

ule H if you had been required to complete

that line.

TABLE - FIXED DOLLAR MINIMUM TAX

For a corporation with New York City

receipts of:

Not more than $100,000. . . . . . . . . . . . . $ 25

More than $100,000

but not over $250,000. . . . . . . . . . . . . . . $ 75

More than $250,000

but not over $500,000. . . . . . . . . . . . . . $ 175

More than $500,000

but not over $1,000,000 . . . . . . . . . . . . $ 500

More than $1,000,000

but not over $5,000,000 . . . . . . . . . . . $1,500

More than $5,000,000

but not over $25,000,000 . . . . . . . . . . $3,500

Over $25,000,000. . . . . . . . . . . . . . . . $5,000

Short Periods - Fixed Dollar Minimum Tax

Compute the New York City receipts for short

periods (tax periods of less than 12 months)

by dividing the amount of New York City re-

ceipts by the number of months in the short

period and multiplying the result by 12. The

fixed dollar minimum tax may be reduced for

short periods:

Period Reduction

Not more than 6 months. . . . . . . . . . . . . 50%

More than 6 months

but not more than 9 months . . . . . . . . . . 25%

More than 9 months . . . . . . . . . . . . . . . None

LINE 5 - ALLOCATED SUBSIDIARY

CAPITAL

Enter the amount from Schedule C, line 2, Col-

umn G. If that amount is less than zero, enter "0".

LINE 7 - UBT PAID CREDIT

Enter on line 7 the credit against the General

Corporation Tax for Unincorporated Business

Tax paid by partnerships from which you re-

ceive a distributive share or guaranteed pay-

ment that you include in calculating General

Corporation Tax liability on either the entire net

income or income plus compensation base. (At-

tach Form NYC-9.7.)

LINE 8a - CREDITS FROM

FORM NYC-9.5

nter on this line the following credits against

the General Corporation Tax:

1) Relocation and Employment Assistance

Program (REAP) credit (Attach Form

NYC-9.5.)

2) Sales and compensating use taxes (Refer

to instructions on Form NYC-9.5 and at-

ach form.)

NOTE: This credit may only be taken

for sales tax paid in the current year for

certain purchases in certain prior periods.

LINE 8b – CREDITS FROM

FORM NYC-9.8

Enter on this line the credit against the Gen-

eral Corporation Tax for the Lower Manhattan

Relocation and Employment Assistance Pro-

gram. (Attach Form NYC-9.8.)

LINE 9a - CREDITS FROM

FORM NYC-9.6

Real estate tax escalation credit and employ-

ment opportunity relocation costs credit and

industrial business zone credit (Refer to in-

structions on Form NYC-9.6 and attach form.)

LINE 9b – CREDITS FROM

FORM NYC-9.10

Enter on this line the NYC biotechnology

credit. (Attach Form NYC-9.10.)

LINE 11b - FIRST INSTALLMENT

PAYMENT

Do not use this line if an application for auto-

matic extension, Form NYC-EXT, has been

filed. The payment of the amount shown at

line 11b is required as payment on account of

estimated tax for the 2015 calendar year, if a

calendar year taxpayer, or for the taxable year

beginning in 2015, if a fiscal year taxpayer.

LINE 12 - SALES TAX ADDBACK

This line relates to the General Corporation

Tax credit for sales and compensating use

taxes paid on certain machinery and equip-

ment and/or certain services. If the taxpayer

received a credit or refund of any such sales

or compensating use taxes during the year

covered by this return for which it claimed a

General Corporation Tax credit in a prior tax

period, the amount of such credit or refund

must be added back at line 12. A correspon-

ding adjustment is to be made at line 14 on

Schedule B. (Refer to instructions to line 14

on Schedule B.)

LINE 14 - PREPAYMENTS

Enter the sum of all estimated tax payments

made for this tax period, the payment made

with the extension request, if any, and both the

carryover credit and the first installment re-

ported on the prior tax period’s return. This

figure should be obtained from the Composi-

tion of Prepayments Schedule on page 2 of

Form NYC-3L.

LINE 17a - LATE PAYMENT - INTEREST

If the tax is not paid on or before the due date

(determined without regard to any extension

f time), interest must be paid on the amount

of the underpayment from the due date to the

date paid. For information as to the applicable

rate of interest, call 311. If calling from out-

ide of the five NYC boroughs, please call

212-NEW-YORK (212-639-9675) or log on to

nyc.gov/finance.

LINE 17b - LATE PAYMENT OR LATE

ILING/ADDITIONAL CHARGES

a) A late filing penalty is assessed if you

fail to file this form when due, unless the

failure is due to reasonable cause. For

every month or partial month that this

form is late, add to the tax (less any pay-

ments made on or before the due date)

5%, up to a total of 25%.

b) If this form is filed more than 60 days

late, the above late filing penalty cannot

be less than the lesser of (1) $100 or (2)

100% of the amount required to be

shown on the form (less any payments

made by the due date or credits claimed

on the return).

c) A late payment penalty is assessed if

you fail to pay the tax shown on this form

by the prescribed filing date, unless the

failure is due to reasonable cause. For

every month or partial month that your

payment is late, add to the tax (less any

payments made) 1/2%, up to a total of

25%.

d) The total of the additional charges in a)

and c) may not exceed 5% for any one

month except as provided for in b).

If you claim not to be liable for these addi-

tional charges, attach a statement to your re-

turn explaining the delay in filing, payment or

both.

LINE 17c - PENALTY FOR UNDERPAY-

MENT OF ESTIMATED TAX

A penalty is imposed for failure to file a declaration

of estimated tax or for failure to pay each install-

ment payment of estimated tax due. (For complete

details, refer to Form NYC-222, Underpayment of

Estimated Tax by Corporations.) If you underpaid

your estimated tax, use Form NYC-222 to com-

pute the penalty. Attach Form NYC-222. If no

penalty is due, enter “0” on line 17c.

LINE 21 - TOTAL REMITTANCE DUE

If the amount on line 15 is greater than zero or

the amount on line 19 is less than zero, enter on

line 21 the sum of line 15 and the amount, if

any, by which line 18 exceeds the amount on

line 16. After completing this return, enter the

amount of your remittance on line A. All remit-

Instructions for Form NYC-3L - 2014 Page 8

tances must be payable in U.S. dollars drawn

on a U.S. bank. Checks drawn on foreign banks

ill be rejected and returned. Remittances must

be made payable to the order of NYC Depart-

ment of Finance.

INE 22 - NEW YORK CITY RENT

If the corporation is carrying on business

both inside and outside New York City, com-

plete Schedule G and enter on line 22 of

chedule A total rent from Schedule G, part

1. If the corporation is only carrying on

business in New York City, enter the total

rent deducted on the federal return for prem-

ses located in the City. Rent includes con-

sideration paid for the use or occupancy of

premises as well as payments made to or on

behalf of a landlord for taxes, charges, in-

surance or other expenses normally payable

by the landlord other than for the improve-

ment, repair or maintenance of the tenant’s

premises.

LINE 24

The amount entered on line 24 should be the

same amount entered on line 1c of the tax-

payer's federal Form 1120 (Gross receipts or

sales less returns and allowances).

PREPAYMENTS SCHEDULE

Enter the payment date and the amount of all

prepayments made for this tax period.

For interest calculations and account informa-

tion, call 311. If calling from outside of the

five NYC boroughs, please call 212-NEW-

YORK (212-639-9675).

You can also visit the Finance website at

nyc.gov/finance

SCHEDULE B

Computation and Allocation of Entire Net In-

come

LINE 1 - FEDERAL TAXABLE INCOME

Enter your federal taxable income (before net

operating loss and special deductions) as re-

quired to be reported on your federal tax re-

turn.

If you file federal Form 1120, use the amount

from line 28.

If you file federal Form 1120-RIC, see Admin.

Code section 11-603.8.

If you file federal Form 1120-REIT, see

Admin. Code section 11-603.7.

S corporations and qualified subchapter S

subsidiaries (QSSS) must file returns as ordi-

nary corporations. Federal S corporation

taxpayers must complete form NYC-ATT-S-

CORP, Calculation of Federal Taxable In-

come for S corporations and include it with

their GCT Form 3L, 4S or 4S-EZ.

NOTE: The charitable contribution deduc-

tion from federal Form 1120S, Schedule K,

ine 12a may not exceed 10% of the sum of

lines 1 through 12d (other than line 12a) of

Schedule K.

ELIGIBLE SMALL FIRMS: Eligible Small

irms that elect to use New York State entire

net income as described on Page 7 of the in-

structions should enter the New York State en-

tire net income on Line 1 of Schedule B, skip

ines 2 through 5a of Schedule B, enter the

amount of the General Corporation Tax de-

ducted on the federal return on line 5b of

Schedule B, skip lines 6 through 18 and enter

he sum of Line 1 and line 5b on line 19.

LINE 2 - NONTAXABLE INTEREST

Include all interest received or accrued which

was not taxable on your federal income tax re-

turn.

LINES 3 AND 4 - SUBSIDIARY CAPITAL

A subsidiary is a corporation which is con-

trolled by the taxpayer by reason of the tax-

payer’s ownership of more than 50% of the

total number of shares of the corporation’s vot-

ing capital stock, issued and outstanding. The

term “subsidiary capital” means all invest-

ments in the stock of subsidiary corporations,

plus all indebtedness from subsidiary corpora-

tions (other than accounts receivable acquired

in the ordinary course of business for services

rendered or from sales of property held pri-

marily for sale to customers), whether or not

evidenced by bonds or other written instru-

ments, on which interest is not claimed and de-

ducted by the subsidiary for purposes of

taxation under Title 11, Chapter 6, Subchap-

ters 2 and 3 of the Admin. Code.

If you have a subsidiary, complete lines 3 and

4, and attach a list of all items included. You

will also have to complete Schedule C. If you

do not have a subsidiary, enter “0” on lines 3

and 4.

On line 3, enter total of amounts, including

interest expense, deducted in computing fed-

eral taxable income that are directly attribut-

able to subsidiary capital or to income, gains

or losses from subsidiary capital. Include

capital losses from sales or exchanges of sub-

sidiary capital, all other losses, bad debts and

any carrying charges attributable to subsidiary

capital.

On line 4, enter all amounts, including interest,

that are indirectly attributable to subsidiary cap-

ital or to income, gains or losses from subsidiary

capital.

For more information, see also Statement of

Audit Procedure GCT-2008-04, Noninterest

Expense Attribution, April 9, 2008, available

on the Department's website (nyc.gov/fi-

nance).

LINE 5 - STATE AND LOCAL

BUSINESS TAXES

n line 5a enter the amount deducted on your

federal return for business taxes paid or ac-

crued to any state, any political subdivision of

a state or to the District of Columbia if they

re on or measured by profits or income or in-

clude profits or income as a measure of tax,

including taxes expressly in lieu of any of the

foregoing taxes. Include the New York State

etropolitan Transportation Business Tax sur-

charge and the MTA Payroll Tax (New York

State Tax Law, Art. 23).

Attach a schedule listing each locality and the

amount of all those taxes deducted on your federal

return.

On line 5b, enter the amount of New York City

General Corporation Tax and Banking Corpo-

ration Tax deducted on your federal return.

LINES 6a, 6b, 6c AND 6d-

NEW YORK CITY ADJUSTMENTS

a) The credit for sales tax paid on electric-

ity or electric service used in the produc-

tion of certain tangible property formerly

allowed by Admin. Code §11-604.15 has

been repealed for purchases on or after

November 1, 2000. No amount should be

added back with respect to this credit.

Purchases of machinery or equipment for

which a credit is allowed by Admin. Code

§11-604.12 were exempted from sales tax

effective December 1, 1989. Purchases

of certain services performed on machin-

ery or equipment used in production for

which a credit is allowed by Admin. Code

§11-604.17-a were exempted from sales

tax effective September 1, 1996. Credits

may be taken under these two provisions

only if the sales tax payment was made in

the current year with respect to a pur-

chase in a period when the applicable

sales tax was effective. In such case, the

sales tax excluded or deducted for federal

tax purposes should be added back. If

you are claiming a credit pursuant to §11-

604.12, a form NYC-9.5 for the year

1990 or a prior year should be used. If

you are claiming a credit pursuant to §11-

604.17-a, a form NYC-9.5 for the year

2000 or a prior year should be used.

b & c) Taxpayers claiming the real estate

tax escalation credit and/or the employ-

ment opportunity relocation costs credit

or the industrial business zone credit must

enter on lines 6(c) and 6(b), respectively,

the amounts shown on lines 4 and 5, re-

spectively, of Part II of Form NYC-9.6.

d) The federal bonus depreciation allowed for

"qualified property", as defined in the Job

Creation and Worker Assistance Act of 2002

is not allowed for General Corporation Tax

Instructions for Form NYC-3L - 2014 Page 9

purposes except for such deductions allowed

with respect to "qualified New York liberty

zone property", "qualified New York liberty

zone leasehold improvements" and "quali-

fied property" placed in service in the Resur-

gence Zone (generally the area in the

borough of Manhattan south of Houston

Street and north of Canal Street). For City

tax purposes, depreciation deductions for all

other "qualified property" must be calculated

as if the property was placed in service prior

to September 11, 2001.

conomic Stimulus Act of 2008 and

Other Federal Legislation Effecting De-

preciation. Section 102 of the Economic

Stimulus Act of 2008, Pub.L. No. 110-185,

122 Stat. 613 (Feb. 13, 2008) amended IRC

section 168(k). As amended, section

168(k)(1)(A) provides a 50-percent addi-

tional first year depreciation deduction for

certain new property acquired by the tax-

payer after December 31, 2007, and before

January 1, 2009 (in the case of certain prop-

erty, before January 1, 2010), so long as no

written binding contract for the acquisition

of the property existed prior to January 1,

2008. Section 1201 of Title I of Division B

of the American Recovery and Reinvest-

ment Act of 2009, Pub. L. No. 111- 5, 123

Stat 115 (February 17, 2009) further

amended IRC section 168(k) by extending

the 50 percent additional first year depreci-

ation deduction to new property acquired

before January 1, 2010 (in the case of cer-

tain property, before January 1, 2011). Sec-

tion 2022 of the Small Business Jobs and

Credit Act of 2010, Pub. L. No. 111- 240,

124 Stat. 2504 (September 27, 2010) fur-

ther amended IRC section 168(k) by ex-

tending the 50 percent additional first year

depreciation deduction to new property ac-

quired before January 1, 2011 (in the case of

certain property, before January 1, 2012.)

Section 401 of the Tax Relief, Unemploy-

ment Insurance Reauthorization, and Job

Creation Act of 2010, Pub. L. No. 111-312,

124 Stat. 3296 (Dec. 17, 2010) (“2010 Tax

Relief Act”) extended and expanded addi-

tional first-year depreciation to equal 100%

of the cost of qualified property placed in

service after Sept. 8, 2010 and before Jan. 1,

2012 (before Jan. 1, 2013 for certain longer-

lived and transportation property); and 50%

of the cost of qualified property placed in

service after Dec. 31, 2011 and before Jan.

1, 2013 (after Dec. 31, 2012 and before Jan.

1, 2014 for certain longer-lived and trans-

portation property). Section 331 of the

American Taxpayer Relief Act of 2012,

Pub. L. No. 112-240, 126 Stat. 2313 (Janu-

ary 2, 2013) (“2012 Tax Relief Act”) ex-

tended the 50 percent additional first year

depreciation to qualified property acquired

after December 31, 2012 and before Janu-

ary 1, 2014 (after December 31, 2013 and

before January 1, 2015 for certain longer-

lived and transportation property). Section

125 of the Tax Increase Prevention Act of

2014, Pub. L. No. 113-295, 128 Stat. 4010

(December 19, 2014) (”2014 Tax Act”) ex-

tended the 50 percent additional first year

depreciation to qualified property acquired

after December 31, 2013 and before Janu-

ary 1, 2015 (after December 31, 2014 and

before January 1, 2016 for certain longer-

lived and transportation property). Conse-

quently, the years in which the first year

depreciation for passenger automobiles

under §280F(a)(1)(A) is increased by

$8,000 have also been extended. However,

as discussed above the Administrative Code

limits the depreciation for “qualified prop-

erty” other than “Qualified Resurgence

Zone property” and “New York Liberty

Zone property” to the deduction that would

have been allowed for such property had the

property been acquired by the taxpayer on

September 10, 2001, and therefore, except

for Qualified Resurgence Zone property, as

defined in the Administrative Code and

“New York Liberty Zone property,” the City

has decoupled from the federal bonus de-

preciation provision. The Administrative

Code also requires appropriate adjustments

to the amount of any gain or loss included in

entire net income or unincorporated busi-

ness entire net income upon the disposition

of any property for which the federal and

New York City depreciation deductions dif-

fer. Use Form NYC-399Z for this calcula-

tion. For tax years beginning on or after

January 1, 2004, other than for eligible

farmers (for purposes of the New York State

farmers' school tax credit), the amount al-

lowed as a deduction with respect to a sport

utility vehicle that is not a passenger auto-

mobile for purposes of section 280F(d)(5)

of the Internal Revenue Code is limited to

the amount allowed under section 280F of

the Internal Revenue Code as if the vehicle

were a passenger automobile as defined in

that section. For SUVs that are qualified

property other than qualified Resurgence

Zone property and other than New York

Liberty Zone property, the amount allowed

as a deduction is calculated as of the date

the SUV was actually placed in service and

not as of September 10, 2001. Note that for

the 2014 tax year for General Corporation

Tax purposes:

l An SUV cannot qualify as either New

York Resurgence Zone Property or as New

York Liberty Zone property. See Admin-

istrative Code section 11-602(8)(o).

l An SUV cannot qualify for the addi-

tional first year depreciation available

under the Economic Stimulus Act of

2008 and the subsequent related fed-

eral legislation described above.

On the disposition of an SUV subject to the

limitation, the amount of any gain or loss in-

luded in income must be adjusted to reflect

the limited deductions allowed for City pur-

poses under this provision. Enter on Sched-

ule B, lines 6(d) and 16 the appropriate

adjustments from form NYC-399Z. See Fi-

nance Memorandum 14-1, “Application of

IRC §280F Limits to Sports Utility Vehicles.”

The federal depreciation deduction com-

puted under the Accelerated Cost Recov-

ery System or Modified Accelerated Cost

Recovery System (IRC Section 168) is not

allowed for the following types of property:

l property placed in service in New

York State in taxable years beginning

before January 1, 1985 (except re-

covery property subject to the provi-

sions of Internal Revenue Code

Section 280-F)

l property of a taxpayer principally en-

gaged in the conduct of an aviation,

steamboat, ferry, or navigation busi-

ness, or two or more such businesses

which is placed in service in taxable

years beginning after December 31,

1988, and before January 1, 1994

In place of the federal depreciation de-

duction, a depreciation deduction using

pre-ACRS or MACRS rules (IRC Sec-

tion 167) is allowed. Enter on line 6d the

ACRS adjustment from Form NYC-399,

Schedule C, line 8, Column A. Enter on

line 16 the ACRS adjustment from Form

NYC-399, Schedule C, line 8, Column B.

ACRS and MACRS may be available for

property placed in service outside New

York in years beginning after 1984 and

before 1994. See Finance Memorandum

99-4 “Depreciation for Property Placed in

Service Outside New York After 1984

and Before 1994.”

LINE 7a - PAYMENT FOR USE

OF INTANGIBLES

Add back payments for the use of intangibles

made to related members as required by Ad.

Code section 11-602.8(n). See Royalty Pay-

ments to Related Members, p. 2, above.

LINE 7b - DOMESTIC PRODUCTION

ACTIVITIES DEDUCTION

Add back any amounts deducted under section

199 of the Internal Revenue Code (Domestic

Production Activities Deduction). Please at-

tach federal Form 8903.

LINE 7c - OTHER ADDITIONS

a) Effective for taxable years beginning on

or after January 1, 1982, the New York

City Admin. Code was amended to nul-

lify the effects of federal “safe harbor

leases” upon New York City taxable in-

Instructions for Form NYC-3L - 2014 Page 10

come (Section 11-602.8(a)(8) and (9) of

the Admin. Code). This applies to agree-

ments entered into prior to January 1,

1984.

Any amount included in the computation

of federal taxable income solely as a result

of an election made under IRC Section

168(f)(8) must be removed when comput-

ing New York City taxable income. Any

mount excluded in the computation of

federal taxable income solely as a result of

an election made under IRC Section

168(f)(8) must be included when comput-

ng New York City taxable income.

Exempt from these adjustments are leases

for qualified mass commuting vehicles

and property of a taxpayer, subject to the

General Corporation Tax, principally en-

gaged in the conduct of an aviation,

steamboat, ferry or navigation business,

or two or more such businesses, which is

placed in service before taxable years be-

ginning in 1989.

Enter the appropriate additions and deduc-

tions on lines 7 and 17, respectively, and

attach a rider to show the “safe harbor” ad-

justments to New York City taxable in-

come.

b) Foreign taxes paid or accrued that are de-

ducted from gross income to determine

federal taxable income must be added to

entire net income. A foreign tax credit

may not be used as a deduction when

computing NYC entire net income.

c) Any “windfall profit” tax deducted in com-

puting federal income must be added back

when computing NYC entire net income.

d) If the taxpayer deducted on its federal re-

turn interest paid to a corporate stock-

holder owning more than 50% of its issued

and outstanding stock, that corporate

shareholder may not exclude that interest

from its NYC entire net income as income

from subsidiary capital. (See instructions

for lines 3, 4 and 9.) To enable a more than

50% corporate shareholder to treat any

such interest as excludible income from

subsidiary capital, such interest should be

added back on line 7 of this return in com-

puting NYC entire net income.

e) In the case of a taxpayer organized outside

the United States, all income from sources

outside the United States, less all allowable

deductions attributable thereto, that was

not taken into account in computing fed-

eral taxable income must be added back in

computing NYC entire net income.

LINES 9A, 9B AND 9C - INCOME FROM

SUBSIDIARY CAPITAL

Enter on line 9a dividends from subsidiary

capital that was included as part of federal tax-

able income. Complete Schedule C.

Enter on line 9b interest from subsidiary cap-

ital that was included in federal taxable in-

come.

Enter on line 9c capital gains and other income

and gain from subsidiary capital that was in-

cluded as part of federal taxable income.

Complete Schedule C.

Do not enter on line 9b interest for which the

payor subsidiary claimed a deduction. (See in-

structions for Schedule B, lines 3 and 4, above

for the definition of subsidiary capital.)

LINE 10 - NONSUBSIDIARY

DIVIDENDS

Enter 50% of dividends received from non-

subsidiary corporations. Do not include the

following: (1) “gross-up” dividends pursuant

to IRS Section 78, and (2) dividends from

stocks not meeting the holding period require-

ment set forth in IRC Section 246(c). Regu-

lated investment companies and real estate

investment trusts do not qualify for this de-

duction.

LINE 11 - NET OPERATING LOSS

Enter New York City net operating loss carry-

forward from prior years. The following rules

apply to net operating losses.

1) A deduction may only be claimed for net op-

erating losses sustained in taxable years dur-

ing all or part of which the corporation was

subject to the General Corporation Tax.

New York City allows net operating losses

to be used in the same manner as provided

by IRC Section 172. However, the amount

of any federal loss must be adjusted in ac-

cordance with Section 11-602.8(f) of the

Admin. Code. Regulated investment com-

panies and real estate investment trusts do

not qualify for this deduction.

2) The deduction of a net operating loss car-

ryforward from prior years may not ex-

ceed, and is limited to, the amount of the

current year’s federal taxable income. A

net operating loss may not be claimed as a

deduction if Schedule B, line 1 reflects a

loss.

3) The deduction shall not exceed the deduc-

tion that would have been allowed if the

taxpayer had not made an election to be an

S corporation under the rules of the Inter-

nal Revenue Code or had not elected to be

included in a group reporting on a consol-

idated basis for federal income tax pur-

poses.

4) The New York City net operating loss de-

duction taken for City purposes for each

year may not exceed the deduction allow-

able for that year for federal income tax pur-

poses calculated as if the taxpayer had

elected to relinquish the carryback period

xcept with respect to the first $10,000 of

each year’s loss. The carryback period for

General Corporation Tax purposes corre-

sponds to the federal carryback period. If

he taxpayer elects to use a 2-year carryback

period for federal purposes, the same carry-

back period applies for City purposes. If the

taxpayer elects to relinquish the entire car-

yback period for federal purposes, then the

taxpayer may not carry back any amount for

City purposes.

5) Losses which are not permitted to be carried

back may generally be carried forward and

used to offset income for the period permit-

ted for federal tax purposes, generally, 20

years subsequent to the loss year for losses

incurred in taxable years beginning after Au-

gust 5, 1997.

6) Corporations principally engaged in the

conduct of an aviation, steamboat, ferry or

navigation business or two or more of such

businesses are permitted to claim a net op-

erating loss deduction in the same manner

as other corporations.

These corporations are allowed to carry for-

ward any net operating losses or a propor-

tionate part of a net operating loss sustained

during the federal taxable period(s) covering

the years 1985 through 1988, provided the

corporation was taxable under Title 11,

Chapter 6, Subchapter 4 of the Admin. Code

(Transportation Corporation Tax) for the cal-

endar years 1985 through and including

1988. The net operating loss must be com-

puted as if:

a) the corporation had been subject to

taxation under Subchapter 2 (General

Corporation Tax) during the period(s)

the loss was sustained,

b) the loss was sustained in 1988, and

c) the taxpayer had elected to relinquish

the entire carryback period under IRC

Section 172.

For special rules relating to acquisitions,

mergers or consolidations involving cor-

porations principally engaged in the con-

duct of aviation, steamboat, ferry or

navigation business, refer to Section 77b of

Chapter 241 of the Laws of 1989.

7) Corporations reporting both business and

investment income must complete line 22

of this schedule to apportion any net oper-

ating loss between business income and in-

vestment income.

Attach a copy of Form NYC-NOLD-GCT,

Net Operating Loss Computation.

Instructions for Form NYC-3L - 2014 Page 11

CARRYBACK LOSSES

If the amount on line 18 is greater than the

mount on line 8 so that the entry on line 19

would be a loss, a request to carry it back as

a net operating loss deduction in any prior

year must be made separately on an amended

eturn. Do not attach or mail an amended re-

turn with this tax return. This request must

be submitted within three years of the due

date of the return for the loss year or within

he period prescribed in Section 11-678 of the

Admin. Code. Corporations that have elected

to relinquish the carryback period for a net

operating loss incurred in taxable years be-

inning after August 5, 1997, must submit a

copy of the federal election.

Because an S corporation does not carry over

NOLs, it will not have made a federal election

to relinquish any or all of its carryback period.

Therefore, for City tax purposes for losses aris-

ing in taxable years ending in or after 2002, it

will be presumed that, unless the taxpayer S

corporation attached a statement to this return

indicating that the taxpayer intends to carry

back the loss, the taxpayer is presumed to have

elected to relinquish the entire carryback pe-

riod. For S corporations filing on a combined

basis only with other S corporations or quali-

fied Subchapter S subsidiaries, any statement

attached either to a pro forma NYC-3L or to

the NYC-3A will be deemed applicable to the

entire group. Any excess net operating loss

may be carried forward as if the taxpayer had

elected to relinquish the entire carryback pe-

riod for all but the first $10,000 of the loss.

LINE 12 - PROPERTY ACQUIRED

PRIOR TO 1966

A deduction is allowed with respect to gain

from the sale or other disposition of any prop-

erty acquired prior to January 1, 1966 (except

stock in trade, inventory, property held prima-

rily for sale to customers in the ordinary course

of trade or business, or accounts or notes re-

ceivable acquired in the ordinary course of

trade or business). The amount of the deduc-

tion with respect to each such property is equal

to the difference between:

a) the amount of the taxpayer’s federal tax-

able income; and

b) the amount of the taxpayer’s federal tax-

able income (if smaller than the amount

described in (a)), computed as if the fed-

eral adjusted basis of each such property

(on the sale or other disposition of which

gain was realized) on the date of the sale or

other disposition had been equal to either:

1) its fair market value on January 1,

1966, or the date of its sale or other

disposition prior to January 1, 1966,

plus or minus all adjustments to

basis made with respect to such

property for federal income tax pur-

poses for periods on or after January

, 1966; or

) the amount realized from its sale or

other disposition, whichever is

lower.

In no event, however, shall the total amount

computed above exceed the taxpayer’s net gain

for the year from the sale or other disposition

of property (other than stock in trade, inventory,

property held primarily for sale to customers in

the ordinary course of trade or business, or ac-

ounts or notes receivable acquired in the ordi-

nary course of trade or business).

Attach a rider showing computation and a

copy of federal Form 1120 or 1120-S, Sched-

ule D.

LINE 13 - CITY AND STATE REFUNDS

Enter at line 13 refunds or credits of the New

York City General Corporation Tax, New York

State Franchise Tax or New York City or State

Banking Corporation Tax for which no tax ex-

clusion or deduction was allowed in determin-

ing the taxpayer’s taxable (entire) net income

in a prior year.

LINE 14 - SALES TAX REFUNDS

AND CREDITS

This line relates to credits or refunds of sales and

compensating use tax paid on certain machinery

and equipment and/or certain services included in

federal taxable income for which a credit was

claimed in a prior year. The amount entered here

should be the same as the amount entered at line

12 of Schedule A. (Refer to instructions for

Schedule A, line 12.)

There is no addback for current refunds of

sales tax paid on purchases of electricity or

electric service used in the production of cer-

tain tangible property for which the taxpayer

took a credit in a prior period under Admin.

Code §11-604.15.

LINE 15 - FEDERAL JOBS CREDIT

Enter the portion of wages and salaries paid or

incurred for the taxable year for which a de-

duction is not allowed pursuant to the provi-

sions of Section 280C of the Internal Revenue

Code because the federal targeted jobs tax

credit was taken. Attach federal Form 5884.

LINE 16 - DEPRECIATION

ADJUSTMENT

Enter on line 16 the adjustments from Form

NYC-399 and/or Form NYC-399Z, Schedule

C, line 8, Column B. See instructions for

Schedule B, line 6(d).

LINE 17 - OTHER DEDUCTIONS

a) Refer to instructions to Schedule B, line 7

for adjustments relating to safe harbor

leases.

b) Taxpayers entitled to a special deduction

for construction, reconstruction, erection

r improvement of air pollution control

facilities initiated on or after January 1,

1966, and having a situs in NYC in ac-

cordance with Section 11-602.8(g) should

ubmit a rider showing the complete

computation.

Enclose certification of compliance is-

sued pursuant to Section 17-0707 or Sec-

tion 19-0309 of the Environmental

Conservation Law. Entire net income for

the current year and all succeeding years

must be computed without any deduction

for such expenditures or for depreciation

of such property.

c) Deduct foreign dividend gross-up pur-

suant to Section 78 of the IRC (see fed-

eral Form 1120, Schedule C, line 15) to

the extent not deducted at line 9a. Entire

net income does not include any amount

treated as dividends pursuant to Section

78 of the IRC.

d) Regulated investment companies must

deduct dividends paid to stockholders on

this line.

LINE 19 – ENTIRE NET INCOME

If line 18 is greater than line 8 so that the

amount on this line would be a loss, enter zero

(“0”) on this line, skip lines 22 through 26, and

enter zero (“0”) on line 27 of this Schedule B

and on line 1 of Schedule A. That loss may be

available as a carryover. See instructions to

Schedule B, line 11 for more information.

LINE 20 - SPECIAL ADJUSTMENTS

If, as a result of the adjustments on this line, en-

tire net income is a loss, enter zero (“0”) on this

line, skip lines 22 through 26, and enter zero on

line 27 of this Schedule B and line 1 of Schedule

a) A corporation organized outside the

United States must enter at line 20 its en-

tire net income wherever earned, includ-

ing all income from sources outside the

United States, less all allowable deduc-

tions attributable thereto, not taken into

account in computing federal taxable in-

come. Attach a schedule. See “FOR-

EIGN AIRLINES” under GENERAL

INFORMATION, above.

b) If you are, either separately or as a mem-

ber of a partnership, doing insurance

business as a member of the New York

Insurance Exchange described in Section

6201 of the Insurance Law, make the ad-

justment required under Section 11-

602.8(a)(6) and Section 11-602.8(b)(8) of

the Admin. Code.

c) For tax years beginning on or after Au-

Instructions for Form NYC-3L - 2014 Page 12

gust 1, 2002, corporations that are part-

ners in partnerships that receive at least

ighty percent of their gross receipts from

providing mobile telecommunications

services must exclude their distributive

share of income, gains, losses and deduc-

ions from any such partnership, includ-

ing their share of separately reported

items, from their federal taxable income

reported on line 1.

LINE 21 - INVESTMENT INCOME

Investment income includes: 50% of dividends from

non-subsidiary stocks held for investment, interest

rom investment capital, net capital gain or loss from

sales or exchanges of nonsubsidiary securities held

for investment, and income from cash if an election

is made to treat cash as investment capital on line 3

of Schedule D. Do not include any “gross-up” div-

idends pursuant to Section 78 of the IRC that have

been deducted in computing entire net income.

Investment income includes interest received on a

loan to a subsidiary if the subsidiary claims such in-

terest as an NYC General or Banking Corporation

Tax deduction on any return for any period, and if

such loan is evidenced by a bond or other corporate

security. Do not include any capital loss which was

not used in computing federal taxable income.

In computing investment income, subtract the

amount of deductions allowable in computing entire

net income which are directly or indirectly attribut-

able to investment capital or investment income.

LINE 21a - DIVIDENDS

Enter dividends not excluded on line 10 except

for “gross-up” dividends pursuant to Section 78

of the IRC. This includes 50% of dividends from

nonsubsidiary corporations for which an exclu-

sion was allowed on line 10 of this schedule and

100% of dividends from stock not meeting the

holding period requirement set forth in Section

246(c) of the IRC.

LINE 21d - INCOME FROM CASH

Enter income from cash on Schedule B, line

21d, only if you have elected to treat cash as

investment capital and have entered the

amount thereof on Schedule D, line 3.

LINE 21f - DEDUCTIONS ATTRIBUTA-

BLE TO INVESTMENT INCOME

For more information, see Statement of Audit

Procedure GCT-2008-04, Noninterest Expense

Attribution, April 9, 2008, and Statement of

Audit Procedure PP-2008-12, GCT & UBT

Treatment of Repurchase Agreements and Se-

curities Lending and Borrowing Transactions

for Financial Services Firms Regularly En-

gaged in Such Activities, March 31, 2008,

available on the Department’s website at

nyc.gov/finance. Attach a list of the deduc-

tions directly attributable to investment in-

come and the deductions indirectly

attributable to investment income.

LINE 22 - APPORTIONED NEW

YORK CITY NET OPERATING

OSS DEDUCTION

Corporations that report both business and in-

vestment income must apportion any net operat-

ing loss deduction on line 11 between business

ncome and investment income. This is com-

puted by multiplying the net operating loss de-

duction by a ratio. The ratio is a fraction, the

numerator of which consists of investment in-

ome before deducting any net operating loss and

the denominator of which is entire net income be-

fore deducting any net operating loss. The ratio

may be expressed as a percentage. Multiply the

et operating loss deduction by the result. Enter

this amount on line 22. Attach a rider detailing

the calculation of the apportionment of the tax-

payer’s New York City NOL deduction between

business income and investment income.

LINE 23b – INVESTMENT INCOME

TO BE ALLOCATED

Enter the amount from line 23a. If the amount on

line 23a is greater than the amount on line 19 or 20,

enter the amount from line 19 or 20. If the entry on

line 23a is a loss, enter zero (“0”) on line 23b.

LINE 25 - ALLOCATED

INVESTMENT INCOME

If the investment allocation percentage is zero,

interest on bank accounts must be multiplied

by the business allocation percentage.

SCHEDULE C

Subsidiary Capital and Allocation

- and -

SCHEDULE D

Investment Capital and Allocation

Complete Schedule C if you have any sub-

sidiaries. (Refer to the instructions for Sched-

ule B, lines 3 and 4 for the definition of a

subsidiary and subsidiary capital.)

Complete Schedule D if you have investment

capital. Investment capital is the average value

of your investments in stocks, bonds, and other

corporate or government securities, less liabili-

ties, both long term and short term, directly or

indirectly attributable to investment capital. In-

vestment capital does not include those stocks,

bonds or other securities that are held for sale to

customers in the regular course of business or

that constitute subsidiary capital. Investment

capital does not include interests in, or obliga-

tions of, partnerships or other unincorporated

entities. (Refer to Title 19 Rules of the City of

New York Section 11-37 for the definition of in-

vestment capital.)

To determine the value of your assets for busi-

ness, investment and subsidiary capital pur-

poses, you must include real property and

marketable securities at fair market value.

The fair market value of any asset is the price

(without any encumbrance, whether or not the

taxpayer is liable) at which a willing seller, not

compelled to sell, will sell and a willing pur-

chaser, not compelled to buy, will buy. The

air market value, on any date, of stocks,

bonds and other securities regularly dealt in on

an exchange, or in the over-the-counter mar-

ket, is the mean between the highest and low-

st selling prices on that date.

The value of all other property must be in-

luded at the value shown on the taxpayer’s

books and records in accordance with gener-

ally accepted accounting principles (GAAP).

(Refer to the instructions for Schedule E, lines

through 5 for more information on comput-

ing average value.)

In completing Schedules C and D, you may

use the worksheet which appears below to de-

termine the amount of liabilities indirectly at-

tributable to a particular asset.

In column D of Schedules C and D on the line for

the asset in question, include the sum of the amount

from line 15 of this worksheet and the amount of

liabilities directly attributable to that asset.

WORKSHEET

Total liabilities from Sch. E, line 6, Col. C

.. 1. __________

Liabilities directly attributable to:

Subsidiary capital ....................... 2. __________

Investment capital ...................... 3. __________

Business capital .......................... 4. __________

Add: lines 2, 3, and 4 ............................... 5. __________

Subtract: line 5 from line 1 ....................... 6. __________

Enter amount from either:

Sch. C, line 1, col. C less

amount from line 2 of worksheet 7a.__________

Sch. D, line 1, col. C less

amount from line 3 of worksheet 7b.__________

Enter amount from Sch. E, line 5, col. C

less amount from line 5 of worksheet ...... 8. __________

Divide: line 7a or 7b by line 8 .................. 9. ________%

Multiply: line 6 by line 9 .......................... 10.__________

Average value of a particular asset ........... 11. __________

Enter amount from either:

Sch. C, line 1, col. C ................... 12a._________

Sch. D, line 1, col. C ................... 12b._________

Divide: line 11 by line 12a or 12b ............ 13.________%

Enter amount from line 10 ....................... 14.__________

Multiply: line 14 by line 13 ...................... 15.__________

To determine the portion of subsidiary or in-

vestment capital to be allocated within the

City, multiply the amount of subsidiary or in-

vestment capital during the period covered by

the return (column E) by the issuer’s alloca-

tion percentage (as defined in the instructions

for Schedule E, line 15).

This percentage may be obtained (1) from tax

service publications, (2) from the Depart-

Instructions for Form NYC-3L - 2014 Page 13

ment’s website under “Forms & Publications”

at nyc.gov/finance, or (3) by calling 311. If

alling from outside of the five NYC bor-

oughs, please call 212-NEW-YORK (212-

639-9675). If the subsidiary or other issuer

was not doing business in New York City dur-

ng the preceding year, the percentage is zero.

The investment allocation percentage should

be rounded to the nearest one hundredth of a

percentage point.

SCHEDULE D, LINE 3 - CASH

If you have both business and investment cap-

ital, you may elect to treat cash on hand or on

deposit as either business or investment capi-

tal. If you wish to elect to treat cash as in-

vestment capital, you must include it on this

line. Otherwise, you will be deemed to have

elected to treat cash as business capital. You

may not elect to treat part of such cash as busi-

ness capital and part as investment capital.

You may not revoke your election after it has

been made.

SCHEDULE E

Computation and Allocation of Capital

“Eligible Small Firms” as described in the

note at the beginning of the instructions to

Schedule A do not need to complete this

schedule.

LINES 1 THROUGH 5 - AVERAGE

VALUE OF TOTAL ASSETS

To determine the value of your assets for busi-

ness, investment and subsidiary capital pur-

poses, you must include real property and

marketable securities at fair market value.

The value of all other property must be in-

cluded at the value shown on the taxpayer's

books and records in accordance with gener-

ally accepted accounting principles (GAAP).

On Schedule E, line 1, enter the value of total

assets at the beginning of the year in column

A and at the end of the year in column B.

Enter the average value in column C. Attach a

schedule showing the computation of the av-

erage value.

On line 2, enter the value of real property and

marketable securities included in line 1.

Enter on line 4 the fair market value of real

property and marketable securities.

Average value is generally computed on a

quarterly basis. A more frequent basis

(monthly, weekly or daily) may be used.

Where the taxpayer’s usual accounting prac-

tice does not permit computation of average

value on a quarterly or more frequent basis, a

semiannual or annual basis may be used if no

distortion of average value results.

With respect to real property owned by the

taxpayer and located within New York City,

the fair market value is presumed to be not

less than the estimated market value of the

roperty on the Final Assessment Roll of

the City for the period covered by the re-

turn or the most recent sales price,

whichever is greater.

LINE 6 - TOTAL LIABILITIES

The liabilities deductible in computing each

type of capital are those liabilities (both long

nd short term) that are directly or indirectly

attributable to each type of capital. Use the

same method of averaging as is used in deter-

mining average value of assets.

LINES 7 THROUGH 11

If the period covered by this report is other

than a period of twelve calendar months, first

follow the instructions on Schedule E to cal-

culate preliminary amounts for lines 7 through

11. Before entering these amounts on Sched-

ule E, multiply each amount by a fraction, the

numerator of which is the number of months

or major parts thereof included in such period

and the denominator of which is twelve.

Enter on line 8 the amount from Schedule C,

Column E, line 1. Subtract the amount on

line 8 from the amount on line 7 and enter

the difference on line 9 of this Schedule E. If

the amount on line 8 is less than zero be-

cause liabilities attributable to subsidiary

capital exceed the value of the assets re-

ported in Schedule C, add the absolute

amount of the amount on line 8 to the

amount on line 7 and enter the total on line 9.

For example, if the amount on Schedule E,

line 8 is ($100) and the amount on Schedule

E, line 7 is $200, the amount on Schedule E,

line 9 should be $300.

If the amount on Schedule D, line 4 is less than

zero, enter zero (“0”) on line 10 of this Sched-

ule E, enter the amount from line 9 on line 11,

and enter zero (“0”) on line 12.

LINE 15 - ISSUER’S

ALLOCATION PERCENTAGE

The percentage is determined by adding to-

gether allocated New York City business, in-

vestment and subsidiary capital, dividing the

sum by total capital, and rounding to the near-

est one hundredth of a percentage point.

The issuer's allocation percentage cannot

be less than zero. Do not calculate your

issuer's allocation percentage by adding

the business, investment and subsidiary

capital allocation percentages and divid-

ing that total by the number of percent-

ages.

The issuer’s allocation percentage represents

the amount of capital employed within New

York City as compared to total capital em-

ployed everywhere. Every taxpayer using

Form NYC-3L is required to compute its is-

suer’s allocation percentage.

SCHEDULE G

For special treatment of “Eligible Small

irms,” see instructions on Page 7.

SCHEDULE H

Business Allocation

NOTE: Zip codes beginning with the follow-

ng three-digits are within the five boroughs of

New York City:

Manhattan - 100, 101, 102

Bronx - 104

Brooklyn - 112

Queens - 111, 113, 114, 116

Staten Island - 103

In addition, the five-digit zip codes 11004, 11005

and some addresses with a zip code of 11001, 11040

and 11096 are in the borough of Queens. If the zip

code is 11001, 11040 or 11096, consult the address

translator located on the City’s website http://a030-

goat.nyc.gov/goat/Default.aspxto determine if the

corporation's address is within New York City.

A corporation is entitled to allocate part of its

business income and capital outside New York

City if it carries on business both inside and out-

side New York City and, for taxable years be-

ginning before July 1, 1996, only if it has a

“regular place of business” outside the City.

Otherwise, 100% of its business income and

capital must be allocated to New York City. If

you did not carry on business both inside and

outside New York City, you must enter 100%

at Schedule H, line 5. If you carried on business

both inside and outside New York City, you

must complete Schedule G, parts I and II and

Schedule H, business allocation percentage.

The business allocation percentage is generally

computed by means of a three-factor formula:

l real and tangible personal property (in-

cluding rented property)

l business receipts

l payroll

WEIGHTED FACTOR ALLOCATION

For taxable years beginning in 2014, taxpayers

must weight the three factors as follows:

13.5% for property; 13.5% for wages; and

73% for receipts. Those corporations using

weighted factors must complete Schedule H.

The following example illustrates the calcula-

tion of the business allocation percentage

using weighted factors:

Example

Assume the percentages on lines 1g, 2h and 3b

are as follows:

1g. 25.0002%

2h. 65.2206%

3b. 35.6104%

Instructions for Form NYC-3L - 2014 Page 14

The amounts on lines 1h, 2i, 3c, 4a and 4b

should be calculated as follows:

h. 25.0002 X 13.5 = 337.5027

2i. 65.2206 X 73 = 4761.1038

3c. 35.6104 X 13.5 = 480.7404

4a. Sum of above = 5579.3469

b. divide line 4a by 100

Express as a percentage: 55.79%

ALTERNATIVE ALLOCATION

ETHOD

You cannot use an allocation method other than

the formula basis set out in Schedule H without

the consent of the Department of Finance. In

order to request consent to use a different method

of allocation, a written request, separate and apart

from filing this return, must be submitted. For

details on how to make such a request, go to

www.nyc.gov/finance. If the consent to use a

different allocation method has not been ob-

tained at the time of the filing of the return, you

must use the formula basis set out in Schedule H

and pay the tax in accordance therewith. If the

Department consents to your proposed alterna-

tive allocation method and it results in a lower

tax liability than the formula basis set out in

Schedule H, you may be entitled to claim a re-

fund of the excess amount you have paid.

LINES 1 AND 2

Property Factor

When computing the property percentage,

value real and tangible personal property

owned by the corporation at the adjusted basis

used for federal income tax purposes. How-

ever, you may make a one-time revocable elec-

tion to value real and tangible personal

property owned at fair market value. You must

make this election on or before the due date (or

extended due date) for filing the taxpayer’s first

General Corporation Tax Return. This election

will not apply to any taxable year with respect

to which the corporation is included in a com-

bined report unless each of the corporations in-

cluded on the combined report has made the

election which remains in effect for such year.

LINE 1b - REAL ESTATE RENTED

The value of real property rented to the tax-

payer is eight times the gross rent payable dur-

ing the year covered by this return. Gross rent

includes any amount payable as rent or in lieu

of rent, such as taxes, repairs, etc., and, if there

are leasehold improvements made by or on be-

half of the taxpayer, the amount of annual

amortization of such cost. Do not include the

rental of personal property on this line.

LINE 1d - TANGIBLE PERSONAL

PROPERTY OWNED

Enter the average value of the tangible per-

sonal property owned. The term “tangible per-

sonal property” means corporeal personal

property, such as machinery, tools, imple-

ments, goods and wares. Do not include cash,

hares of stock, bonds, notes, credits, evi-

dences of an interest in property, or evidences

of debt.

LINE 1e - TANGIBLE PERSONAL

PROPERTY RENTED

Enter the average value of the tangible per-

sonal property you rented. The value of rented

tangible personal property is eight times the

gross rent payable during the year covered by

this return.

Receipts Factor

LINES 2a AND 2b - SALES OF

TANGIBLE PERSONAL PROPERTY

Enter on line 2a, column A, receipts in the reg-

ular course of business from the sale of tangi-

ble personal property where shipments are

made to points within New York City. Enter

on line 2b, column B, receipts from all sales

of tangible personal property.

LINE 2c - SERVICES PERFORMED

Receipts from services performed within New

York City are allocable to New York City. All

amounts received by the taxpayer in payment

for such services are allocable to New York

City regardless of whether the services were

performed by employees or agents of the tax-

payer, by subcontractors, or by any other per-

sons. It is immaterial where such amounts

were payable or where they actually were re-

ceived.

Commissions received by the taxpayer are al-

located to New York City if the services for

which the commissions were paid were per-

formed in New York City. If the taxpayer’s

services for which commissions were paid

were performed for the taxpayer by salesmen

attached to or working out of a New York City

office of the taxpayer, the taxpayer’s services

will be deemed to have been performed in

New York City.

Corporations engaged in publishing newspa-

pers or periodicals must allocate receipts from

advertising in such publications based on the

circulation of the publication in the City com-

pared to the total circulation. Corporations en-

gaged in radio or television broadcasting,

whether by cable or other means, must allo-

cate receipts from broadcasting programs or

commercial messages based upon the location

of the audience for the broadcasts in the City

compared to the total audience. For taxable

years beginning on or after January 1, 2002,

corporations engaged in publishing newspa-

pers or periodicals or in radio or television

broadcasting must allocate receipts from sub-

scriptions to such newspapers, periodicals and

broadcast programs based on the location of

the subscriber.

Taxpayers principally engaged in the activity

of air freight forwarding acting as principal

nd like indirect air carriers are required to de-

termine receipts for purposes of the receipts

factor arising from the activity from services

performed within New York City as follows:

00% of the receipts if both the pick up and

delivery associated with the receipts are made

in New York City and 50% of the receipts if

either the pickup or delivery associated with

he receipts is made in the City but not both.

Receipts from management, administration or

distribution services provided to a regulated

investment company (RIC) must be allocated

ased upon the percentage of the RIC’s share-

holders domiciled in New York City. (Attach

rider showing computation.)

SOURCING OF RECEIPTS OF REGIS-

TERED SECURITIES OR COMMODI-

TIES BROKERS OR DEALERS

For taxable years beginning after 2008, new

rules are applicable in determining the sourcing

of the receipts of taxpayers which are regis-

tered securities or commodities brokers or

dealers. The rules below apply for determining

whether a receipt is deemed to arise from serv-

ices performed in New York City by a regis-

tered securities or commodities broker or

dealer, for purposes of computing the receipts

factor of the BAP. See Ad. Code §11-

604(3)(a)(10) as added by section 34 of Chap-

ter 201 of the Laws of 2009.

A registered securities or commodities broker or

dealer is a broker or dealer who is registered by

the Securities and Exchange Commission (SEC)

or the Commodities Futures Trading Commission

and includes over-the-counter (OTC) derivatives

dealers as defined under regulations of the SEC

(17 CFR 240.3b-12). The terms securities and

commodities have the same meanings as the

meanings in IRC sections 475(c)(2) and 475(e)(2).

l Brokerage commissions - Brokerage com-

missions earned from the execution of se-

curities or commodities purchase or sales

orders for the accounts of customers are

deemed to arise from a service performed in

New York City if the customer who is re-

sponsible for paying the commissions is lo-

cated in New York City. See Ad. Code §

11-604(3)(a)(10)(A)(i) as added by section

34 of Chapter 201 of the Laws of 2009.

l Margin interest - Margin interest earned on

brokerage accounts is deemed to arise from

a service performed in New York City if the

customer who is responsible for paying the

margin interest is located in New York City.

See Ad. Code § 11-604(3)(a)(10)(A)(ii) as

added by section 34 of Chapter 201 of the

Laws of 2009.

l Account maintenance fees - Account main-

tenance fees are deemed to arise from a serv-

Instructions for Form NYC-3L - 2014 Page 15

ice performed in New York City if the cus-

tomer who is responsible for paying the ac-

ount maintenance fees is located in New York

City. See Ad. Code § 11-604(3)(a)(10)(A)(vi)

as added by section 34 of Chapter 201 of the

Laws of 2009.

l Income from principal transactions - Gross

income from principal transactions (that is,

transactions in which the registered broker or

dealer is acting as principal for its own ac-

count, rather than as an agent for the cus-

tomer) is deemed to arise from a service

performed in New York City if the production

credits for these transactions are awarded to a

New York City branch, office, or employee

of the taxpayer.

Registered broker dealers may elect to source

the gross income from principal transactions

based on the location of the customer to the

principal transaction. If the election is made,

gross income from principal transactions is

deemed to arise from a service performed in

New York City to the extent that the gross

proceeds from the transactions are generated

from sales of securities or commodities to

customers within the city based upon the

mailing addresses of those customers in the

records of the taxpayer. See Ad. Code § 11-

604(3)(a)(10)(A)(iii) as added by section 34

of Chapter 201 of the Laws of 2009.

l Fees from advisory services for the under-

writing of securities - Fees earned from ad-

visory services for a customer in connection

with the underwriting of securities (where the

customer is the entity contemplating the is-

suance of the securities or is issuing securi-

ties) or for the management of an

underwriting of securities are deemed to arise

from a service performed in New York City

if the customer responsible for paying the fee

is located in New York City. See Ad. Code §

11-604(3)(a)(10)(A)(iv)(I) as added by sec-

tion 34 of Chapter 201 of the Laws of 2009.

l Receipts from the primary spread for the

underwriting of securities - Receipts from

the primary spread or selling concession

from underwritten securities are deemed to

arise from a service performed in New York

City if production credits are awarded to a

branch, office, or employee of the taxpayer

in New York City as a result of the sale of

underwritten securities. See Ad. Code § 11-

604(3)(a)(10)(A)(iv)(II) as added by section

34 of Chapter 201 of the Laws of 2009.

l Interest earned on loans to affiliates - In-

terest earned on loans and advances made

by a taxpayer to an affiliate with whom they

are not required or permitted to file a com-

bined return are deemed to arise from a

service performed in New York City if the

principal place of business of the affiliate

who is responsible for the payment of inter-

est is located in New York City. See Ad.

ode § 11-604(3)(a)(10)(A)(v) as added by

section 34 of Chapter 201 of the Laws of

2009.

l Fees for management or advisory services

- Fees earned from management or advisory

services, including fees from advisory serv-

ices for activities relating to mergers or ac-

quisition activities, are deemed to arise from

a service performed in New York City if the

customer responsible for paying these fees

is located in New York City. See Ad. Code

§ 11-604(3)(a)(10)(A)(vii) as added by sec-

tion 34 of Chapter 201 of the Laws of 2009.

A customer is located in New York City if the

mailing address of the customer, as it appears in

the broker’s or dealer's records, is in New York

City. See Ad. Code § 11-604(3)(a)(2)(B)(v) as

added by section 33 of Chapter 201 of the Laws

of 2009.

If the taxpayer is unable from its records to de-

termine the mailing address of the customer,

the receipts enumerated in any of such items

shall be deemed to arise from services per-

formed at the branch or office of the taxpayer

that generates the transaction for the customer

that generated such receipts. See Ad Code §

11-604(3)(a)(10)(D) as added by section 34 of

Chapter 201 of the Laws of 2009.

Note that the rules for the receipts under Ad.

Code § 11-604(3)(a)(10)(A) described above

shall also apply to receipts described herein

arising from a correspondent securities rela-

tionship. See Ad. Code § 11-604(3)(a)(10)(C)

as added by section 34 of Chapter 201 of the

Laws of 2009.

LINE 2d - RENTALS OF PROPERTY

Receipts from rentals of real and personal

property situated in New York City are alloca-

ble to New York City. These include all

amounts received by the taxpayer for the use

or occupation of property, whether or not such

property is owned by the taxpayer.

LINE 2e - ROYALTIES

Royalties from the use in New York City of

patents or copyrights are allocable to New York

City. These include all amounts received by

the taxpayer for the use of patents or copy-

rights, whether or not the patents or copyrights

were originally issued to or are owned by the

taxpayer. A patent or copyright is used in New

York City to the extent that activities thereun-

der are carried on in New York City.

LINE 2f - OTHER BUSINESS

RECEIPTS

All other business receipts earned by the tax-

payer within New York City are allocable to

New York City. Business receipts are not con-

sidered to have been earned by the taxpayer in

New York City solely by reason of the fact that

hey were payable in New York City or actually

were received in New York City. Receipts from

sales of capital assets (property not held by the

taxpayer for sale to customers in the regular

ourse of business) are not business receipts.

The following are also business receipts and

are allocable to New York City.

l receipts from the sale of real property

held by the taxpayer as a dealer for sale

to customers in the regular course of busi-

ness, provided the real property was situ-

ated in New York City

l receipts from sales of intangible personal

property included in business capital held

by the taxpayer as a dealer for sale to cus-

tomers in the regular course of business,

provided the sales were made in New

York City or through a regular place of

business in New York City

Payroll Factor

LINE 3a - WAGES AND SALARIES

Employees within New York City generally in-

clude all employees, except general executive

officers, regularly connected with or working

out of an office or place of business maintained

by the taxpayer within New York City. For more

information, please see 19 RCNY Section 11-

66(a)(4).

General executive officers include the chair-

man, president, vice-president, secretary, as-

sistant secretary, treasurer, assistant treasurer,

comptroller, and any other officer charged

with the general executive affairs of the cor-

poration. An executive officer whose duties

are restricted to territory either inside or out-

side of New York City is not a general execu-

tive officer.

WEIGHTED FACTOR ALLOCATION

LINE 4a

Those taxpayers using the weighted factor al-

location should add the values from lines 1h,

2i and 3c.

LINE 4b

Divide line 4a by 100 if no factors are miss-

ing. If a factor is missing, divide line 4a by

the total of the weights of the factors present.

Note that a factor is not missing merely be-

cause its numerator is zero, but is missing if

both its numerator and denominator are zero.

Enter as a percentage. Round to the nearest

one hundredth of a percentage point.

LINE 5 - BUSINESS ALLOCATION

PERCENTAGE

Corporations using the weighted factor alloca-

tion method should enter the amount from line

Instructions for Form NYC-3L - 2014 Page 16

4b. Aviation corporations and corporations op-

erating vessels should complete Schedule I

(Business Allocation for Aviation Corporations

nd Corporations Operating Vessels) and enter

the percentage from Part 1 and 2 on Schedule

H, line 5.

SCHEDULE I

Business Allocation for Aviation Corpora-

tions and Corporations Operating Vessels

Part 1 - Aviation Corporations

A taxpayer principally engaged in the conduct

of aviation is required to determine the portion

f the entire net income to be allocated within

the City by multiplying its business income by

a business allocation percentage which is

equal to the arithmetic average of the three

percentages from part 1, lines 2, 4 and 6.

Line 1

“Aircraft arrivals and departures” means the

number of landings and takeoffs of the air-

craft of an aviation corporation and the

number of air pickups and deliveries by

such aircraft. Arrivals and departures solely

for maintenance or repair, refueling (where

no debarking or embarking of traffic oc-

curs), or arrivals and departures in the event

of emergency situations should not be in-

cluded in computing this percentage.

Line 3

“Revenue tons handled” by an aviation cor-

poration at an airport means the weight, in

tons, of revenue passengers (at two hundred

pounds per passenger) and revenue cargo

first received either as originating or con-

necting traffic, or finally discharged by

such corporation at such airport.

Line 5

“Originating revenue” means revenue to an

aviation corporation from the transportation

of revenue passengers and revenue property

first received by such corporation at an air-

port as either originating or connecting traf-

fic.

Line 8

Transfer the percentage from part 1, line 8

to Schedule H, line 5.

Part 2 - Corporations Operating Vessels

A taxpayer principally engaged in the opera-

tion of vessels is required to determine the por-

tion of entire net income to be allocated within

the City by multiplying its business income by

a business allocation percentage determined

by dividing the aggregate number of working

days of the vessels it owns or leases in territo-

rial waters of the City during the period cov-

ered by its report by the aggregate number of

working days of all the vessels it owns or

leases during the period. Complete part 2.

Line 1

“Working days” means days during which

a vessel is sufficiently manned for the car-

riage of persons or cargo or during which it

has cargo aboard. The working time in New

ork City territorial waters and the working

time everywhere shall be computed for each

vessel in hours and minutes. At the end of

the year, such time shall be totalled for all

vessels and the sum converted into days.

Line 2

Transfer the percentage from part 2, line 2

to Schedule H, line 5.

SCHEDULE J

Additional Required Information

All questions must be answered.

Question 1

In reporting the "NYC principal business ac-

tivity," give the one activity that accounts for

the largest percentage of total receipts. Total

receipts means gross receipts plus all other in-

come. State the broad field of business activ-

ity as well as the specific product or service

(e.g., mining copper, manufacturing cotton

broad woven fabric, wholesale meat, retail

men’s apparel, export or import chemicals,

real estate rental, or real estate operation of

motel).

Question 3

If the corporation is included in a consolidated

federal return, give the name of the common

parent corporation filing the consolidated re-

turn.

Question 10

If you answer “yes” to question a, attach a

separate sheet providing street address, bor-

ough, block and lot number of such property.

If you answer “yes” to question b, c or d,

complete questions 11 and 12.

A controlling interest in the case of a corpora-

tion means:

l 50% or more of the total combined vot-

ing power of all classes of stock of such

corporation, or

l 50% or more of the total fair market value

of all classes of stock of such corporation.

Question 13

If you answer “yes” to question 13, no por-

tion of the income, gain, loss, deduction or

capital of a QSSS is permitted to be in-

cluded in a separate report filed by the S

corporation parent. The QSSS must either:

1) be included in the Combined Group as a

separate member corporation or 2) file a

separate General Corporation Tax return.

See Finance Memorandum 99-3. Note that

to be included in the Combined Group, the

QSSS would have to be required to be in-

cluded or to be permitted to be included and

to have elected such inclusion.

SCHEDULE K

Federal Return Information

If the corporation files as a member of a fed-

ral consolidated group or files as an S Cor-

poration, enter the information as it appears

on its proforma federal return. If the corpo-

ration files a separate return, enter the infor-

mation appearing on the federal 1120 filed

with the IRS.

PRIVACY ACT NOTIFICATION

he Federal Privacy Act of 1974, as amended,

requires agencies requesting Social Security

Numbers to inform individuals from whom

they seek this information as to whether com-

pliance with the request is voluntary or

mandatory, why the request is being made and

how the information will be used. The disclo-

sure of Social Security Numbers for taxpayers

is mandatory and is required by section 11-

102.1 of the Administrative Code of the City

of New York. Such numbers disclosed on any

report or return are requested for tax adminis-

tration purposes and will be used to facilitate

the processing of tax returns and to establish

and maintain a uniform system for identifying

taxpayers who are or may be subject to taxes

administered and collected by the Department

of Finance, and, as may be required by law, or

when the taxpayer gives written authorization

to the Department of Finance for another de-

partment, person, agency or entity to have ac-

cess (limited or otherwise) to the information

contained in his or her return.

Instructions for Form NYC-3L - 2014 Page 17

NYC-3L Instructions - 2014