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.
- Examining how the substantial economic effect rules relate to the liability sharing rules
- Identifying how payments to partners should be treated
- Reviewing the self-employment tax rules applicable to partnerships
- Analyzing the steps to determine the tax consequences of selling a partnership interest
- Understanding when a partnership terminates for tax purposes and what the consequences are
8:30 a.m. - 9:20 a.m.
A. Entities To Choose From
2. Limited Partnership
3. General Partnership
4. S Corporation
5. C Corporation
B. Classification Issues
C. Choosing The Form Of Entity
9:20 a.m. - 10:20 a.m.
II. Partnership Formation Issues
A. Contribution Of Property For Interest
B. Contribution Of Services For Interest
1. Capital Interest
2. Profits Interest
C. Liability Sharing Rules
D. Treatment Of Options
E. Special Issues For Amortizable Intangibles
F. Choice Of Year And Accounting Method
G. Self-Employment Tax Considerations
10:20 a.m. - 10:30 a.m.
10:30 a.m. - 12:00 p.m.
III. Allocation Of Profits And Losses
A. Substantial Economic Effect And Alternative Economic Effect Rules
B. Dealing With Nonrecourse Deductions
C. Handling Allocations Pertaining To Contributed Property
D. Allocations Resulting From Shifting Interests During The Year
E. Claiming Losses
1. Section 704(d) Limit
2. At-Risk Rules
3. Passive Activity Loss Rules
F. Ohio Withholding Rules
G. Tax Treatment Of Single Member LLCs
12:00 p.m. - 1:00 p.m.
Lunch (On Your Own)
1:00 p.m. - 2:10 p.m.
IV. Operating Distributions And
Payments To Partners
A. Categorizing Payments
B. Payments Received In Non-Partner Capacity
C. Guaranteed Payments
D. Section 707(a)(2)(A) Transactions
E. Cash Distributions And Distributions Of Property
F. Disguised Sales – Section 707(a)(2)(B); Section 707(c)(1)(A) Distributions
2:10 p.m. - 3:30 p.m.
(Break 2:45 p.m. - 2:55 p.m.)
V. Sale Or Liquidation Of
A. Distinguishing Liquidations From Sales
B. Sales Of Partnership Interests
1. Consequences To Seller
a. Calculation Of Gain Or Loss
b. Character Of Gain Or Loss
c. Holding Period Issues
d. Installment Sale Treatment
2. Consequences To Purchaser
C. Section 754 Election
D. Treatment Of Cash And Property Distributions To Outgoing Partner
3:30 p.m. - 4:30 p.m.
VI. Termination Of Partnership
A. Methods Of Termination
B. Consequences Of Termination
1. To The Partnership
2. To The Partners
C. Combining Partnerships With Other Entities
1. Incorporating A Partnership
2. Partnership Mergers
3. Single Member LLC Conversions