The discussion covers developments in the determination of partners and partnerships, gain on disposal of partnership interests, partnership audits, and basis adjustments.
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TOPICS / PASSTHROUGHS
Partnership and LLC Taxation
IRS rules on cancellation of debt of a disregarded entity
Taxpayers should strongly consider these letter rulings when trying to determine whether they want to structure a borrowing with a regarded entity as the legal borrower or whether they prefer to have a DRE be the legal borrower of the debt.
Outside basis of an LLC interest acquired by purchase, gift, or bequest
When an LLC interest is transferred, the transferee’s basis depends on the transferor’s basis and numerous other potential factors.
What’s new for 2022 in federal taxes
A law change and some regulations take effect while an array of provisions expire.
Further guidance issued on tax treatment of PPP loan forgiveness
Forgiveness amounts are excluded from gross income but included in gross receipts for purposes including determining “small business taxpayer” status under Sec. 448(c).
Carried interest reporting FAQs and guidance posted
The IRS posted FAQs with sample worksheets and instructions for taxpayers to use when calculating and reporting certain net long-term capital gains from partnership interests held in connection with the performance of services that must be recharacterized as short-term capital gains.
Beware of IRS initiatives against microcaptive insurance arrangements
Microcaptive insurance arrangements have been vigorously scrutinized recently by the IRS.
Guidance issued for LLCs seeking tax-exempt recognition
The IRS clarified the standards that an LLC must satisfy to obtain a determination letter that it is exempt from taxation under Sec. 501(c)(3).
Unvested partnership interests as compensation
This item focuses on the use of unvested capital
interests as compensation.
Navigating the new Schedules K-2 and K-3
Schedule K-2 will report the partnership/S corporation–level activity attached to a flowthrough return, while Schedule K-3 will be provided to each partner or shareholder and report its proportionate
amount for each item.
Illinois PTE tax would provide SALT cap workaround
This item discusses Illinois Legislature’s S.B. 2531, which includes a PTE tax that allows a workaround to the federal $10,000 limitation for state and local tax deductions.
The potential for lost benefits of Up-Cs in a Sec. 280E environment
This item summarizes the traditional Up-C/TRA arrangement and addresses the impact of Sec. 280E on the Up-C/TRA structure.
The Sec. 1061 capital interest exception and its impact on hedge funds
A hedge fund manager may be required to maintain separate tracking of a single partnership interest into several buckets to avoid the negative tax consequences of the short-term capital gain treatment of assets held from one to three years under Sec. 1061 for certain partnerships on the economic return of their invested capital.
When does a partnership terminate under Sec. 708?
It can be difficult to determine whether a partnership that retains de minimis assets or performs administrative functions during its winding-up period terminates, particularly if such activities cross tax years.
Partnership continuity in restructuring transactions
The issue of whether a partnership continues or terminates for U.S. federal income tax purposes frequently arises in restructuring transactions.
Where individual, corporate, and passthrough entity taxation meet
Passthrough owners must consider many risks and
uncertainties, in addition to political trends on Capitol Hill, before opting into a state-level regime designed to bypass the $10,000 SALT deduction cap created by the TCJA.
Using a family LLC for estate planning
LLCs can help families achieve key business and
tax objectives, while also providing liability protection and concentrating management power in
the hands of less than all of the owners.
Final rules for interest expense deductions affecting hedge funds
The final regulations provide relief to hedge funds
and their passive investors, although the regulations may increase the administrative burden
and reporting requirements on hedge fund managers.
The partner-to-partner attribution trap and the anti-churning rules
Taxpayers dealing with tax basis step-up transactions involving related parties or rollover equity interests should consider the application of the anti-churning rules to avoid unforeseen results.
Sec. 1446(f) regulations: The rules and unanswered questions
This article addresses certain aspects of the withholding rules of the final Sec. 1446(f) regulations, options to eliminate or reduce Sec. 1446(f) withholding, and some outstanding issues.
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