§ 101. Imposition of tax. (a) General.--A tax at the rate of four
percent is hereby imposed for each taxable year, beginning with taxable
years ending after January first, nineteen hundred sixty-six, on the
unincorporated business taxable income of every unincorporated business
wholly or partly carried on within the city. This tax shall be in
addition to any other taxes imposed.

(b) Credit against tax.--If the tax computed under subdivision (a) is
six hundred dollars or less, a credit shall be allowed for the entire
amount of such tax. If the tax computed under subdivision (a) exceeds
six hundred dollars but is less than eight hundred dollars, a credit
shall be allowed in the amount determined by multiplying such tax by a
fraction the numerator of which is eight hundred dollars minus the
amount of such tax and the denominator of which is two hundred dollars.
If the tax computed under subdivision (a) is eight hundred dollars or
more, no credit shall be allowed. If separate partnerships, joint
ventures or other unincorporated entities have substantially the same
partners or members, each of such partners or members has substantially
the same interest in each of such partnerships, joint ventures or other
unincorporated entities, and such partnerships, joint ventures or other
unincorporated entities are engaged in substantially the same business
or businesses or in substantially related businesses, all of such
partnerships, joint ventures or other unincorporated entities shall be
treated as one unincorporated business for purposes of this subdivision.
The preceding sentence shall not be construed to limit or affect the
meaning or application of any other provision of this title.

(c) Credit relating to stock transfer tax.

(1) In addition to any other credit permitted under this section, a
taxpayer shall be allowed a credit, to be credited or refunded in the
manner hereinafter provided in this subdivision, against the tax imposed
by this title after the allowance of any other credit under this
section. The amount of such credit shall be fifty percent of the tax
incurred in market making transactions under the provisions of article
twelve of the tax law on such transactions subject to such tax occurring
on and after August first, nineteen hundred seventy-six and paid by such
taxpayer (except when such tax shall have been paid pursuant to section
two hundred seventy-nine-a of such tax law).

2. For purposes of this subdivision:

(a) the term "taxpayer" shall mean any unincorporated business subject
to tax under this section registered with the United States securities
and exchange commission in accordance with subsection (b) of section
fifteen of the securities exchange act of nineteen hundred thirty-four,
as amended, and acting as a dealer in a transaction described in
subparagraph (b) of this paragraph, and

(b) the term "market making transaction" shall mean any transaction
involving a sale (including a short sale) by a dealer of shares or
certificates subject to the tax imposed by article twelve of the tax
law, provided such shares or certificates are sold:

(i) as stock in trade or inventory or as property held for sale in the
ordinary course of such dealer's trade or business (including transfers
which are part of an underwriting),

(ii) in (a) a bona fide arbitrage transaction; (b) a bona fide hedge
transaction involving a long or short position in any equity security
and a long or short position in a security entitling the holder to
acquire or sell such equity security; or (c) a risk arbitrage
transaction in connection with a merger, acquisition, tender offer,
recapitalization, reorganization, or similar transaction, or

(iii) to offset a transaction made in error.

Provided, however, that, except as to clause (ii) (c) of this
paragraph, the term "market making transaction" shall not include any
sale of shares or certificates identified in such dealer's records as a
security held for investment within the meaning of section twelve
hundred thirty-six of the internal revenue code.

(3) The credit allowed under this subdivision for any taxable year
shall be deemed to be an overpayment of tax by the taxpayer to be
credited or refunded in accordance with the provisions of section one
hundred thirty-four of this chapter, except as otherwise provided in
subdivision (g) of section one hundred sixteen of this chapter and
subdivision (g) of section one hundred twenty-two of this chapter;
provided, however, that the provisions of this title notwithstanding,
the amount to be refunded pursuant to this subdivision shall not be paid
prior to the first day of the eighth month following the close of the
taxable year, and the provisions of subdivision (c) of section one
hundred thirty-six of this chapter notwithstanding, interest shall be
allowed and paid on the overpayment of the credit under this subdivision
from the first day of the eleventh month following the close of the
taxable year, or three months after a claim for the credit or refund
provided for in this subdivision has been filed, whichever is later.

(4) Provided, however, that the credit provided under this subdivision
shall be allowed only to the extent that the amount of credit allowable
with respect to market making transactions under the provisions of this
subdivision (determined without regard to the provisions of this
paragraph) exceeds fifty percent of all rebates (provided under the
provisions of section two hundred eighty-a of article twelve of the tax
law) allowed for such taxes incurred in the same market making
transactions with respect to which the credit is determined. No credit
shall be allowed under this subdivision with respect to any tax incurred
in market making transactions occurring on or after October first,
nineteen hundred eighty-one.

(d) Credit relating to certain sales and compensating use taxes. (1)
In addition to the credits allowed by subdivisions (b) and (c) of this
section, a taxpayer shall be allowed a credit against the tax imposed by
this title to be credited or refunded in the manner hereinafter provided
in this section. The amount of such credit shall be the excess of (A)
the amount of sales and compensating use taxes imposed by section eleven
hundred seven of the tax law during the taxpayer's taxable year which
became legally due on or after and was paid on or after July first,
nineteen hundred seventy-seven, less any credit or refund of such taxes,
with respect to the purchase or use by the taxpayer of machinery or
equipment for use or consumption directly and predominantly in the
production of tangible personal property, gas, electricity,
refrigeration or steam for sale, by manufacturing, processing,
generating, assembling, refining, mining or extracting, or telephone
central office equipment or station apparatus or comparable telegraph
equipment for use directly and predominantly in receiving at destination
or initiating and switching telephone or telegraph communication, but
not including parts with a useful life of one year or less or tools or
supplies used in connection with such machinery, equipment or apparatus
over (B) the amount of any credit for such sales and compensating use
taxes allowed or allowable against the taxes imposed by any local law of
the city imposing a tax on utilities and vendors of utility services,
for any periods embraced within the taxable year of the taxpayer under
this part. (2) The credit allowed under this section for any taxable
year shall be deemed to be an overpayment of tax by the taxpayer to be
credited or refunded, without interest, in accordance with the
provisions of section one hundred thirty-four of this title. (3) Where
the taxpayer receives a refund or credit of any tax imposed under
section eleven hundred seven of the tax law for which the taxpayer had
claimed a credit under the provisions of this section in a prior taxable
year, the amount of such tax refund or credit shall be added to the tax
imposed by section one hundred one, and such amount shall be subtracted
in computing unincorporated business taxable income for the taxable
year.

(e) Credit relating to certain expenses involved in the cost of
relocating industrial and commercial employment opportunities. (1) In
addition to any other credit allowed by this section, a taxpayer shall
be allowed a credit against the tax imposed by this part to be credited
or refunded in the manner hereinafter provided in this section. The
amount of such credit shall be:

(A) A maximum of three hundred dollars for each commercial employment
opportunity and a maximum of five hundred dollars for each industrial
employment opportunity relocated to the city from an area outside the
state. Such credit shall be allowed to a taxpayer who relocates a
minimum of ten employment opportunities. The credit shall be allowed
against employment opportunity relocation costs incurred by the
taxpayer. The credit allowed hereunder may be taken by the taxpayer in
whole or in part in the year in which the employment opportunity is
relocated by such taxpayer or either of the two years succeeding such
event.

The director of finance is empowered to promulgate rules and
regulations and to prescribe the form of application to be used by a
taxpayer seeking the credit provided hereunder.

(B) Definitions: When used in this section, "Employment Opportunity"
means the creation of a full time position of gainful employment for an
industrial or commercial employee and the actual hiring of such employee
for the said position.

"Industrial Employee" means one engaged in the manufacture or
assembling of tangible goods or the processing of raw materials.

"Commercial Employee" means one engaged in the buying, selling or
otherwise providing of goods or services other than on a retail basis.

"Retail" means the selling or otherwise disposing of or furnishing of
tangible goods or services directly to the ultimate user or consumer.

"Full Time Position" means the hiring of an industrial or commercial
employee in a position of gainful employment where the number of hours
worked by such employee is not less than thirty hours during any given
work week.

"Employment Opportunity Relocation Costs" means the costs incurred by
the taxpayer in moving furniture, files, papers and office equipment
into the city from a location outside the state; the costs incurred by
the taxpayer in the moving from a location outside the state; the costs
of installation of telephones and other communications equipment
required as a result of the relocation to the city from a location
outside the state; the cost incurred in the purchase of office furniture
and fixtures required as a result of the relocation to the city from a
location outside the state; and the cost of renovation of the premises
to be occupied as a result of the relocation provided, however, that
such renovation costs shall be allowable only in an amount which does
not exceed seventy-five cents per square foot of the total area utilized
by the taxpayer in the occupied premises.

(2) The credit allowed under this section for any taxable year shall
be deemed to be an overpayment of tax by the taxpayer to be credited or
refunded, without interest, in accordance with the provisions of section
one hundred thirty-four of this title.

(3) Where the taxpayer receives a refund or credit of any tax imposed
under section eleven hundred seven of the tax law for which the taxpayer
had claimed a credit under the provisions of this section in a prior
taxable year, the amount of such tax refund or credit shall be added to
the tax imposed by section one hundred one, and such amount shall be
subtracted in computing unincorporated business taxable income for the
taxable year.

(f) Credit relating to the annual increase in certain payments to a
landlord by a taxpayer relocating industrial and commercial employment
opportunities. (1) In addition to any other credit allowed by this
section, a taxpayer shall be allowed a credit against the tax imposed by
this part to be credited or refunded, without interest, in the manner
hereinafter provided in this section.

(A) Where a taxpayer shall have relocated to the city from a location
outside the state, and by such relocation shall have created a minimum
of one hundred industrial or commercial employment opportunities; and
where such taxpayer shall have entered into a written lease for the
relocation premises, the terms of which lease provide for increased
additional payments to the landlord which are based solely and directly
upon any increase or addition in real estate taxes imposed on the leased
premises, the taxpayer upon approval and certification by the industrial
and commercial incentive board as hereinafter provided, shall be
entitled to a credit against the tax imposed by this section. The amount
of such credit shall be: An amount equal to the annual increased
payments actually made by the taxpayer to the landlord which are solely
and directly attributable to an increase or addition to the real estate
tax imposed upon the leased premises. Such credit shall be allowed only
to the extent that the taxpayer has not otherwise claimed said amount as
a deduction against the tax imposed by this section, has met the
requirements of this section, and further, that the granting of the tax
credit to the applicant is in the "public interest." In determining that
the granting of the tax credit is in the public interest, the board
shall make affirmative findings that: the granting of the tax credit to
the applicant will not effect an undue hardship on similar taxpayers
already located within the city; the existence of this tax incentive has
been instrumental in bringing about the relocation of the applicant to
the city; and the granting of the tax credit will foster the economic
recovery and economic development of the city. The tax credit, if
approved and certified by the industrial and commercial incentive board,
shall be utilized annually on the filing of its tax return by the
taxpayer for the length of the term of the lease or for a period not to
exceed ten years from the date of relocation, whichever period is
shorter.

(B) Definitions. When used in this section, "employment opportunity"
means the creation of a full time position of gainful employment for an
industrial or commercial employee and the actual hiring of such employee
for the said position.

"Industrial employee" means one engaged in the manufacture or
assembling of tangible goods or the processing of raw materials.

"Commercial employee" means one engaged in the buying, selling or
otherwise providing of goods or services other than on a retail basis.

"Retail" means the selling or otherwise disposing or furnishing of
tangible goods or services directly to the ultimate user or consumer.

"Full time position" means the hiring of an industrial or commercial
employee in a position of gainful employment where the number of hours
worked by such employee is not less than thirty hours during any given
work week.

"Industrial and commercial incentive board" means the board created
pursuant to section four hundred eighty-nine-nn of the real property tax
law.

(2) The credit allowed under this section for any taxable year shall
be deemed to be an overpayment of tax by the taxpayer to be credited or
refunded, without interest, in accordance with the provisions of section
one hundred thirty-four of this title.

(3) Where the taxpayer receives a refund or credit of any tax imposed
under section eleven hundred seven of the tax law for which the taxpayer
had claimed a credit under the provisions of this section in a prior
taxable year, the amount of such tax refund or credit shall be added to
the tax imposed by section one hundred one of this title, and such
amount shall be subtracted in computing unincorporated business taxable
income for the taxable year.

(g) Credit relating to certain sales and compensating use taxes. (1)
In addition to any other credit allowed by this section, a taxpayer
shall be allowed a credit against the tax imposed by this title to be
credited or refunded in the manner hereinafter provided in this section.
The amount of such credit shall be equal to one-half the amount of sales
and compensating use taxes imposed by section eleven hundred seven of
the tax law during the taxpayer's taxable year which became legally due
on or after and was paid on or after July first, nineteen hundred
eighty-one, less one-half of any credit or refund of such taxes, with
respect to the purchase or use by the taxpayer of (i) parts with a
useful life of one year or less, tools and supplies for use or
consumption directly and predominantly in the production of tangible
personal property, gas, electricity, refrigeration or steam for sale by
manufacturing, processing, generating, assembling, refining, mining or
extracting or for use directly and predominantly in or on telephone
central office equipment or station apparatus or comparable telegraph
equipment where such equipment or apparatus is used directly and
predominantly in receiving at destination or initiating and switching
telephone or telegraph communication, and (ii) the services of
installing, repairing, maintaining or servicing the tangible personal
property described in subdivision (d) of this section, including the
parts with a useful life of one year or less, tools and supplies
described in clause (i) of this paragraph. The foregoing credit shall be
reduced by the amount of any credit for such sales and compensating use
taxes allowed or allowable against the taxes imposed by any local law of
the city imposing a tax on utilities and vendors of utility services,
for any periods embraced within the taxable year of the taxpayer under
this title.

(2) The credit allowed under this subdivision for any taxable year
shall be deemed to be an overpayment of tax by the taxpayer to be
credited or refunded in accordance with the provisions of section one
hundred thirty-four of this title.

(3) Where the taxpayer receives a refund or credit of any tax imposed
under section eleven hundred seven of the tax law for which the taxpayer
had claimed a credit under this subdivision in a prior taxable year, the
amount of such tax refund or credit shall be added to the tax imposed by
section one hundred one, and such amount shall be subtracted in
computing unincorporated business taxable income for the taxable year.

(h) Credit relating to certain sales and compensating use taxes on
electricity used in manufacturing, processing or assembling.

(1) (a) In addition to any other credit allowed by this section, a
taxpayer shall be allowed a credit against the tax imposed by this title
to be credited or refunded in the manner hereinafter provided in this
subdivision. The amount of such credit shall be equal to the amount of
sales and compensating use taxes imposed by section eleven hundred seven
of the tax law during the taxpayer's taxable year which became legally
due on or after and was paid on or after July first, nineteen hundred
eighty-four, less any credit or refund of such taxes, with respect to
the purchase or use by the taxpayer of electricity or electric service
of whatever nature for use or consumption directly and exclusively in
the production of tangible personal property for sale by manufacturing,
processing or assembling. Provided, however, the amount of the credit
allowed by this paragraph shall be reduced by the amount of any rebate
or rebates received during the taxpayer's taxable year pursuant to a
local law enacted in accordance with article two-G of the general city
law.

(b) In addition to any other credit allowed by this section, a
taxpayer shall be allowed a credit against the tax imposed by this title
to be credited or refunded in the manner hereinafter provided in this
subdivision. The amount of such credit shall be equal to the percentage
specified below of the amount of sales and compensating use taxes
imposed by section eleven hundred seven of the tax law during the
taxpayer's taxable year which became legally due on or after and was
paid on or after July first, nineteen hundred eighty-eight, less any
credit or refund of such taxes, with respect to the purchase or use by a
nonresidential energy user, as such term is defined in article two-G of
the general city law, of electricity or electric service purchased at
retail from the power authority of the state of New York or the port
authority of the state of New York and New Jersey, provided, however,
that no credit shall be allowed with respect to purchases from such port
authority unless it shall be an "eligible vendor of energy services", as
defined in paragraph one of subdivision (c) of section twenty-five-v of
the general city law, and shall have obtained a certification of
eligibility in accordance with subdivision (b) of section twenty-five-w
of such law; during the period commencing July first, nineteen hundred
eighty-eight and ending June thirtieth, nineteen hundred eighty-nine the
credit shall be in an amount equal to twenty-five per centum of such
sales and compensating use taxes imposed; during the period commencing
July first, nineteen hundred eighty-nine and ending June thirtieth,
nineteen hundred ninety the credit shall be in an amount equal to fifty
per centum of such taxes imposed; during the period commencing July
first, nineteen hundred ninety and ending June thirtieth, nineteen
hundred ninety-one the credit shall be in an amount equal to
seventy-five per centum of such taxes imposed; and during the period
commencing July first, nineteen hundred ninety-one and thereafter the
credit shall be in an amount equal to one hundred per centum of such
taxes imposed.

(c) In addition to any other credit allowed by this section, a
taxpayer shall be allowed a credit against the tax imposed by this title
to be credited or refunded in the manner hereinafter provided in this
subdivision. The amount of such credit shall be equal to the percentage
specified below of the amount of sales and compensating use taxes
imposed by section eleven hundred seven of the tax law during the
taxpayer's taxable year which became legally due on or after and was
paid on or after July first, nineteen hundred eighty-eight, less any
credit or refund of such taxes, with respect to the purchase or use by a
non-residential fuel user of fuel or fuel service except fuel used to
operate motor vehicles: during the period commencing July first,
nineteen hundred eighty-eight and ending June thirtieth, nineteen
hundred eighty-nine the credit shall be in an amount equal to
twenty-five per centum of such sales and compensating use taxes imposed;
during the period commencing July first, nineteen hundred eighty-nine
and ending June thirtieth, nineteen hundred ninety the credit shall be
in an amount equal to fifty per centum of such taxes; during the period
commencing July first, nineteen hundred ninety and ending June
thirtieth, nineteen hundred ninety-one the credit shall be in an amount
equal to seventy-five per centum of such taxes; and during the period
commencing July first, nineteen hundred ninety-one and thereafter the
credit shall be in an amount equal to one hundred per centum of such
taxes imposed. For purposes of this subparagraph, the term
"non-residential fuel user" shall mean any non-residential user of fuel,
except a government agency or instrumentality thereof, public benefit
corporation, or any entity that is exempt from the sales tax imposed
pursuant to section eleven hundred seven of the tax law, provided that
the term "non-residential fuel user" shall not include an owner or
operator of residential income producing property, except a hotel.

(2) The credit allowed under this subdivision for any taxable year
shall be deemed to be an overpayment of tax by the taxpayer to be
credited or refunded, without interest, in accordance with the
provisions of section one hundred thirty-four of this title.

(3) Where the taxpayer receives a refund or credit of any tax imposed
under section eleven hundred seven of the tax law for which the taxpayer
had claimed a credit under this subdivision in a prior taxable year, the
amount of such tax refund or credit shall be added to the tax imposed by
this section and such amount shall be subtracted in computing
unincorporated business taxable income for the taxable year.

(j) Relocation and employment assistance credit. (1) In addition to
any other credit allowed by this part, a taxpayer that has obtained the
certifications in accordance with subdivision (b) of section
twenty-five-z of the general city law shall be allowed a credit against
the tax imposed by this part. The amount of the credit shall be the
amount determined by multiplying five hundred dollars or, in the case of
a taxpayer that has obtained pursuant to subdivision (b) of such section
twenty-five-z a certification of eligibility dated on or after July
first, nineteen hundred ninety-five, one thousand dollars or, in the
case of an eligible business that has obtained pursuant to subdivision
(b) of such section twenty-five-z a certification of eligibility dated
on or after July first, two thousand, for a relocation to eligible
premises located within a revitalization area defined in subdivision (n)
of section twenty-five-y of the general city law, three thousand
dollars, by the number of eligible aggregate employment shares
maintained by the taxpayer during the taxable year with respect to
particular premises to which the taxpayer has relocated; provided,
however, with respect to a relocation for which no application for a
certificate of eligibility is submitted prior to July first, two
thousand three, to eligible premises that are not within a
revitalization area, if the date of such relocation as determined
pursuant to subdivision (j) of section twenty-five-y of the general city
law is before July first, nineteen hundred ninety-five, the amount to be
multiplied by the number of eligible aggregate employment shares shall
be five hundred dollars, and with respect to a relocation for which no
application for a certificate of eligibility is submitted prior to July
first, two thousand three, to eligible premises that are within a
revitalization area, if the date of such relocation as determined
pursuant to subdivision (j) of such section is before July first,
nineteen hundred ninety-five, the amount to be multiplied by the number
of eligible aggregate employment shares shall be five hundred dollars,
and if the date of such relocation as determined pursuant to subdivision
(j) of such section is on or after July first, nineteen hundred
ninety-five, and before July first, two thousand, one thousand dollars;
provided, however, that no credit shall be allowed for the relocation of
any retail activity or hotel services; provided, further, that no credit
shall be allowed under this paragraph to any taxpayer that has elected
pursuant to subdivision (d) of section twenty-five-z of the general city
law to take such credit against a gross receipts tax imposed under a
local law enacted pursuant to subdivision (a) of section twelve hundred
one of the tax law; and provided that in the case of an eligible
business that has obtained pursuant to subdivision (b) of such section
twenty-five-z certifications of eligibility for more than one
relocation, the portion of the total amount of eligible aggregate
employment shares to be multiplied by the dollar amount specified in
this subdivision for each such certification of a relocation shall be
the number of total attributed eligible aggregate employment shares
determined with respect to such relocation pursuant to subdivision (o)
of section twenty-five-y of the general city law. For purposes of this
section, the terms "eligible aggregate employment shares", "relocate",
"retail activity" and "hotel services" shall have the meanings ascribed
by section twenty-five-y of the general city law.

(2) The credit allowed under this subdivision with respect to eligible
aggregate employment shares maintained with respect to particular
premises to which the taxpayer has relocated shall be allowed for the
first taxable year during which such eligible aggregate employment
shares are maintained with respect to such premises and for any of the
twelve succeeding taxable years during which eligible aggregate
employment shares are maintained with respect to such premises; provided
that the credit allowed for the twelfth succeeding taxable year shall be
calculated by multiplying the number of eligible aggregate employment
shares maintained with respect to such premises in the twelfth
succeeding taxable year by the lesser of one and a fraction the
numerator of which is such number of days in the taxable year of
relocation less the number of days the eligible business maintained
employment shares in the eligible premises in the taxable year of
relocation and the denominator of which is the number of days in such
twelfth succeeding taxable year during which such eligible aggregate
employment shares are maintained with respect to such premises. Except
as provided in paragraph four of this subdivision, if the amount of the
credit allowable under this section for any taxable year exceeds the tax
imposed for such year, the excess may be carried over, in order, to the
five immediately succeeding taxable years and, to the extent not
previously deductible, may be deducted from the taxpayer's tax for such
years.

(3) The credit allowable under this section shall be deducted prior to
the deduction of any other credit allowed by this title.

(4) In the case of a taxpayer that has obtained a certification of
eligibility pursuant to subdivision (b) of section twenty-five-z of the
general city law dated on or after July first, two thousand for a
relocation to eligible premises located within the revitalization area
defined in subdivision (n) of section twenty-five-y of the general city
law, the credits allowed under this subdivision, or in the case of a
taxpayer that has relocated more than once, the portion of such credits
attributed to such certification of eligibility pursuant to paragraph
one of this subdivision, against the tax imposed by this chapter for the
taxable year of such relocation and for the four taxable years
immediately succeeding the taxable year of such relocation, shall be
deemed to be overpayments of tax by the taxpayer to be credited or
refunded, without interest, in accordance with the provisions of section
one hundred thirty-four of this title. For such taxable years, such
credits or portions thereof may not be carried over to any succeeding
taxable year; provided, however, that this paragraph shall not apply to
any relocation for which an application for a certification of
eligibility was not submitted prior to July first, two thousand three,
unless the date of such relocation is on or after July first, two
thousand.

(k) Lower Manhattan relocation and employment assistance credit. (1)
In addition to any other credit allowed by this part, a taxpayer that
has obtained the certifications in accordance with subdivision (b) of
section twenty-five-ee of the general city law shall be allowed a credit
against the tax imposed by this part. The amount of the credit shall be
the amount determined by multiplying three thousand dollars by the
number of eligible aggregate employment shares maintained by the
taxpayer during the taxable year with respect to eligible premises to
which the taxpayer has relocated; provided, however, that no credit
shall be allowed for the relocation of any retail activity or hotel
services; provided, further, that no credit shall be allowed under this
subdivision to any taxpayer that has elected pursuant to subdivision (d)
of section twenty-five-ee of the general city law to take such credit
against a gross receipts tax imposed under a local law enacted pursuant
to subdivision (a) of section twelve hundred one of the tax law. For
purposes of this subdivision, the terms "eligible aggregate employment
shares," "eligible premises," "relocate," "retail activity" and "hotel
services" shall have the meanings ascribed by section twenty-five-dd of
the general city law.

(2) The credit allowed under this subdivision with respect to eligible
aggregate employment shares maintained with respect to eligible premises
to which the taxpayer has relocated shall be allowed for the taxable
year of the relocation and for any of the twelve succeeding taxable
years during which eligible aggregate employment shares are maintained
with respect to eligible premises; provided that the credit allowed for
the twelfth succeeding taxable year shall be calculated by multiplying
the number of eligible aggregate employment shares maintained with
respect to eligible premises in the twelfth succeeding taxable year by
the lesser of one and a fraction the numerator of which is such number
of days in the taxable year of relocation less the number of days the
eligible business maintained employment shares in eligible premises in
the taxable year of relocation and the denominator of which is the
number of days in such twelfth succeeding taxable year during which such
eligible aggregate employment shares are maintained with respect to such
premises.

(3) Except as provided in paragraph four of this subdivision, if the
amount of the credit allowable under this subdivision for any taxable
year exceeds the tax imposed for such year, the excess may be carried
over, in order, to the five immediately succeeding taxable years and, to
the extent not previously deductible, may be deducted from the
taxpayer's tax for such years.

(4) The credits allowed under this subdivision, against the tax
imposed by this chapter for the taxable year of the relocation and for
the four taxable years immediately succeeding the taxable year of such
relocation, shall be deemed to be overpayments of tax by the taxpayer to
be credited or refunded, without interest, in accordance with the
provisions of section seventy-seven of this title. For such taxable
years, such credits or portions thereof may not be carried over to any
succeeding taxable year.

(5) The credit allowable under this subdivision shall be deducted
after the credits allowed by subdivisions (b) and (j) of this section,
but prior to the deduction of any other credit allowed by this section.