Advanced Critical Tax Issues for Limited Liability Companies and Partnerships

Description

The purpose of this course is to provide an in-depth discussion of selected advanced-level issues affecting LLCs and LLPs.

Highlights

• Single-member limited liability companies as an alternative to subsidiaries
• Cancellation of indebtedness: rules and regulations
• How the IRS views members or partners for Social Security purposes
• Special problems when forming an LLC
• Debt issues and problems in structuring LLCs and LLPs, including loan guarantee issues, recourse and non-recourse debt, the at-risk basis rules, and new regulations restricting "bottom dollar" guarantees
• Distributions: is it just a disguised sale? New regulations eliminate certain tax-deferred leveraged partnership transactions
• Death or retirement of a member or partner -- Understanding the alternatives
• Step-up in basis issues -- How to make the computations and elections
• • Property transactions between the LLC/LLP and its members or partners -- Inbound and outbound transactions: what to do with built-in gain or loss property
• • Partnership losses: when are they deductible?
• • Material participation rules for LLC members and limited partners: how they affect passive loss issues
• • Continuation and termination of an LLC/partnership in the context of a merger or acquisition
• • Sales of an LLC Interest -- holding period, and hot asset issues
• • Impact of the tax on investment income on the sale of an interest in a partnership or LLC
• • New: Section 199A, technical termination of partnership repealed, other issues under 2017 Act

Objectives

• Identify the tax and non-tax advantages and disadvantages of LLCs and partnerships
• Describe how inside and outside basis is affected by liabilities, recourse and nonrecourse
• Discuss the impact of cash and property distributions
• Explain the tax consequences of a sale of an interest and distinguish such consequences from the tax consequences when a partnership or LLC is acquired or merges into another LLC or partnership
• Case study to improve advocacy skills before the IRS

Designed For

CPAs with clients using the LLC or LLP structure who need to understand advanced issues, problems, and planning strategies