Navigating partnership continuations
This item discusses the rules and authorities related to partnership continuations and when they may apply.
Formation, Transfers & Termination
Dividing an LLC
The form of an LLC division determines the tax treatment of any resulting LLCs.
Prop. regs. to provide withholding relief on sales of foreign PTPs
The IRS announced that it will issue proposed regulations providing some relief to brokers that are required to withhold on the transfer of an interest in a publicly traded partnership (PTP) if the PTP is a foreign-traded entity.
10 good reasons why LLCs should not elect to be S corporations
The owners of an LLC may be tempted to have the LLC elect to be treated as an S corporation for federal tax purposes. However, there are a host of issues that should be considered before making this move. In this article, the authors discuss 10 reasons why it may not be beneficial for an LLC to make an S corporation election.
A practical guide to partnership division planning
This item provides an overview of the division rules and touches on some key issues to consider when a transaction involves a partnership division.
Current developments in partners and partnerships
The discussion covers developments in the determination of partners and partnerships, gain on disposal of partnership interests, partnership audits, and basis adjustments.
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.
Current developments in partners and partnerships
This article reviews and analyzes recent law changes as well as rulings and decisions involving partnerships.
IRS releases new draft form to request revocation of Sec. 754 election
The form has been developed due to an increase in Sec. 754 election revocation applications since the technical termination of a partnership under former Sec. 708(b)(1) (B) was repealed under the TCJA.
Partnership terminations triggered by a change in form
Consider the scenarios that could cause a partnership to terminate so appropriate steps can be taken to properly account for the business’s status change.
Repeal of technical terminations: What will and will not be missed
With the repeal of technical terminations, partnerships can only terminate for U.S. federal income tax purposes if no part of any business, financial operation, or venture continues to be conducted by any of its partners.
Current developments in partners and partnerships
This article reviews and analyzes recent rulings and decisions involving partnerships and discusses developments in partnership formation, debt and income allocations, distributions, and basis adjustments.
Planning for the Discontinuation of a Partnership’s Business
This column focuses on what happens when a partnership’s business activities cease.
Current Developments in Partners and Partnerships
This article discusses developments in income allocations, disguised sales, partnership distributions, terminations, and basis adjustments.
Final Rules Issued on Bona Fide Indebtedness and Terminating Partnership’s Startup Expenses
Final regulations were issued on S corporation shareholder basis of indebtedness of the S corporation to the shareholder only if the indebtedness is bona fide and on the deductibility of startup expenditures and organizational expenses for partnerships following a termination of a partnership.
Determining If a Technical Termination Occurs
To determine if an LLC terminates, the practitioner must determine whether an LLC interest was disposed of in a "sale or exchange" as defined in the Sec. 708 regulations. If so, did the sale or exchange result in 50% or more of the total interests in LLC capital and profits being sold or exchanged during a consecutive 12-month period?
IRS Disallows Write-Off of Startup and Organizational Costs in a Technical Termination
New partnerships formed from technical terminations must step into the shoes of the terminated partnership and continue to amortize Sec. 195 startup expenditures and Sec. 709 organization fees using the same amortization period the terminated partnership used.
Current Developments in Partners and Partnerships
This article reviews and analyzes recent rulings and decisions involving partnerships. The discussion covers developments in partnership formation, income allocations, and basis adjustments
Proposed Regs. Issued on Amortization of Startup Expenses by Terminating Partnerships
The IRS issued proposed regulations aimed at preventing partnerships from using technical terminations to accelerate their deductions of startup and organizational expenses.
