[WEB] Passive Activity Losses and Corporate Liquidations

Course Details


Wednesday, October 28, 2020

8:30am – 4:00pm
(Registration: 8:00am)

Course Number


CPE Credit

8.0 hours CPE credit


Level of Knowledge



Accountant's Education Services (AES)


Understanding of federal income taxation and corporate tax



The Individual Series of classes is designed for tax return preparers and new tax professionals. Participants will acquire an understanding of the underlying authority for, and possible complexity of, seemingly simple tax questions, and how that authority ties into tax software programs and preparation of the tax return for an individual. This course specifically addresses the passive
loss rules and filing Form 8582.

This course will review the applicable rules and regulations as they apply to the liquidation of both a C corporation and an S corporation.


  • Identify taxpayers subject to the passive activity loss rules
  • Define an activity, including rental activities, aggregation rules, professional services, and rental real estate activities
  • Distinguish between a trade or business activity and a rental activity
  • Define a passive activity, including trade or business, and long-term and short-term rental activities for both real and non-real property
  • Differentiate between material and active participation, including participation by spouse, members of an LLC, shareholders of an S corporation, and limited partners
  • Apply the passive loss rules to real estate professionals, incorporating the aggregation rules, and identify common filing mistakes
  • Illustrate the mechanics of the passive activity loss rules
  • Demonstrate allocation of passive losses and carryover of a passive activity loss
  • File Form 8582
  • Describe the use of passive activity credits and limits on the use of the credits
  • Advise eligible taxpayers of passive activity loss tax planning opportunities, including individuals, real estate owners, real estate developers, service providers, manufacturers, and wholesalers and retailers
  • Discuss the requirements under state law to liquidate a corporation
  • Apply the 3.8% Medicare tax to the liquidation of a C and S corporation
  • Describe the filing requirements under federal and state law to liquidate a corporation, including filing Form 966
  • Distinguish between a sale of assets and a distribution of assets under 331 and 336
  • Explain the options available for goodwill after Martin Ice Cream
  • Illustrate when losses are disallowed under 336(d)
  • Describe the tax effect of a liquidation of a subsidiary under 332 and 337 and a QSub election
  • Discuss the 338 election, the 338(h)(10) election for an S corporation (and filing Form 8023), and the 336(e) election for an S corporation (and filing Form 8883)
  • Describe the treatment of the payment of expenses and debts after the dissolution of the corporation
  • Discuss the limitations on the use of losses under 382, 383, and 384
  • Describe the tax attributes which survive a corporate liquidation and the term transferee liability

Registration for this course has passed.

Course Pricing

Early Registration Member Fee

Applicable if you are a HSCPA member in good standing and register by October 14, 2020.

Member Fee

Applicable if you are a HSCPA member in good standing.

Early Registration Non-Member Fee

Applicable if you are not a HSCPA and register by October 14, 2020.

Non-Member Fee

Applicable if you are not a HSCPA member.

Your Price $480.00

CPE Choice

Learn more about CPE Choice.
This course does not qualify for CPE Choice.

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