This program provides an in-depth look at the tax aspects of dealing with entities classified as partnerships. The panel will supplement the written materials with examples to illustrate how the rules are applied to situations facing clients on a daily basis. The program will enable attendees to have a better understanding of the practical application of the income tax rules to partners and partnerships in a wide range of transactions from the formation to the termination of the partnership.
• “CAD” provisions: the important contributions, allocations and distributions sections
• Tools and strategies for representing clients in negotiating participations in and structuring of investment entities
• Alternative positions and provisions encountered in negotiating sessions among prospective partners and participants in real estate projects
• Do’s and don’ts of managing and operating investment entities
• Basic accounting and tax principles at play in every investment vehicle
• Boiler plate language that often plays a big role in dispute resolution among partners
• Information useful to successfully managing partnerships that utilize investor dollars
• Avoiding the traps of one-sided partnership or corporate documents before it’s too late
8:30 a.m. - 9:00 a.m.
9:00 a.m. - 12:00 p.m. (Break 10:00 a.m. - 10:10 a.m.)
II. Factors In Organizing And Operating
A. Formation; Transaction Costs
B. Income Tax Considerations
1. Classification Of Entities For Tax Purposes
a. Classification Criteria
b. Comparison Of Entities
2. Tax Consequences Of Formation
a. Code §704(c) Issues
b. New Non-Compensatory Option Regulations
c. Treatment Of Recourse vs. Nonrecourse Debt Basis
d. Code §197 Amortization Issues
3. Taxation Of Entity And Its Owners
b. Understanding “Substantial Economic Effect”
4. Taxation On Disposition Of Interests And Liquidation
b. New Regulations For Handling Basis Step-Ups Under Code §754 Elections
C. State And Local Taxation
D. Other Tax Considerations
1. Self-Employment Income
2. Fringe Benefits
3. Economic Substance And Partnership Anti-Abuse Rules
E. Management And Control
F. Liability For Owners For Business Obligations
G. Transferability Of Interests; Liquidity
H. Disassociation And Dissolution
I. Indemnity And Contribution
J. Profit And Loss Sharing
K. Other Factors Influencing Choice Of Entity
1. Risk Of Using New Form Of Entity
2. Fiduciary Duties
3. Interstate Transactions
4 Anonymity Of Owners
5. Activities Prohibited To LLPs And LLCs
L. Estate Planning Uses
12:00 p.m. - 1:00 p.m.
Lunch (On Your Own)
1:00 p.m. - 2: 30 p.m.
II. Factors In Organizing And Operating (Continued)
2:30 p.m. - 2:40 p.m.
2:40 p.m. - 3:30 p.m.
III. Common Tax Return Preparation Problem Areas
A. Calculating Basis Limitations
B. Handling At-Risk And Passive Activity Loss Issues
3:30 p.m. - 4:30 p.m.
IV. Panel Discussion
Agendas and Speakers may differ slightly depending on the location. Please e-mail or call a representative to obtain an agenda for a particular location.