IRC Section 754: Partnership and Pass-Through Entity Basis Adjustments

Mastering Election Rules and Tackling Complex Decisions for Distributions From Partnerships and Sales of Partnership Interests

Recording of a 110-minute CPE webinar with Q&A

Conducted on Tuesday, August 22, 2017
Recorded event now available

This webinar will provide tax advisers and counsel with an in-depth analysis of the Section 754 election. The panel will outline best practices for making the Section 754 election, tax implications of the election, and when to make—and when to avoid—the election.


Section 754 is a complex and critical part of the Code for advisers and tax attorneys involved in partnership tax matters. Section 754 governs an election that allows the partnership to adjust the basis of its assets under certain circumstances.

Our panel will share their experiences and offer best practices to help you understand, identify and avoid missing Section 754 election opportunities. You will hone your knowledge through our panelists’ real world examples about the potential benefits and detriments of a Section 754 election.

Tax advisers and attorneys must understand not only the rules but also the practical hows, whys or “why-nots” involved in making a Section 754 election. Further, advisers need to be able to know how to perform the complicated adjustment calculations that the related basis adjustment provisions of Sections 734 and 743 require to track inside basis and depreciation to reach the proper reporting on partners’ individual Schedules K-1.

Listen as our panel of veteran advisers gives you a drill-down on Section 754 and related administrative guidance, translating it into the practical challenges that confront practitioners who work on complex partnership tax issues.


  1. Section 754 key points
    1. Section 754 overview
    2. Election decision process
      1. Reasons
      2. Evaluating implications
        1. Step-up
        2. Step-down
  2. Section 754 election
    1. Procedures
    2. Filing and notification requirements
  3. Common computation challenges with Sections 734(b) and 743(b) adjustments
  4. Allocations of basis adjustments under Section 755


The panel will review these and other key points:

  • How to make a proper Section 754 election, and the practical pros and cons
  • How to calculate the inside basis adjustments under Sections 734 and 743
  • How to allocate the basis adjustments under Section 755; and
  • How to avoid common basis adjustment mistakes in calculations and reporting


Learning Objectives

After completing this course, you will be able to:

  • Determine whether a section 754 election would be beneficial to a partnership and its partners.
  • Identify the complex tax issues for partnerships and partners with sales of interests and property governed by section 754.

  • Distinguish between the basis adjustment provisions of section 734 and 743.

  • Recognize when a mandatory basis adjustment is required.

  • Determine that basis adjustments made under section 755 are allocated correctly


William C. Lentine, Member
Dykema Gossett, Bloomfield Hills, Mich.

Mr. Lentine is experienced in corporate tax matters, partnership taxation, mergers & acquisitions and estate planning for executives and high net worth individuals. He has experience in corporate governance issues including choice of entity considerations, shareholder/director meetings, Dodd-Frank Act compliance and other general corporate law matters, as well as with public and private mergers and acquisitions and assisting foreign companies in establishing U.S. operations.

Dina A. Wiesen, Senior Manager, National Tax Office, Passthroughs
Deloitte Tax, New York

Ms. Wiesen specializes in partnership taxation, specifically the use of partnerships and limited liability companies in domestic and cross-border mergers and acquisitions and restructurings. She joined Deloitte Tax LLP’s National Tax Office from Cadwalader, Wickersham & Taft LLP where she was an associate in the Tax Department, focusing on matters relating to the taxation of financial instruments and derivatives.

EA Credit

Enrolled Agent credit processing is available for an additional fee per person.

EA Processing $5.00


CPE On-Demand

Includes video streaming of full program plus handouts (available within a week of the live webinar).

Strafford is a NASBA-approved CPE provider for On-Demand webinars.

This program is eligible for 2.0 CPE credits.

  • Field of Study: Taxes.
  • Level of Knowledge: Intermediate.
  • Advance Preparation: Printing and reviewing Program Outlines and materials.
  • Teaching Method: Seminar/Lecture.
  • Delivery Method: QAS Self-Study.
  • Prerequisite: 

    Three years+ business or public firm experience at mid-level within the organization, preparing partnership and partners’ tax forms. Specific knowledge and understanding of partnership taxation, partner capital accounts, section 734 and 743 basis adjustments, the tax consequences resulting from partnership distributions and the sale of partnership assets; familiarity with section 754 elections and section 755 allocations.

On-Demand Webinar & CPE Processing $182.00

Recorded Event

Includes full event recording plus handouts.

Note: Self-study CPE and EA credits are not offered on recorded events.

Recorded Webinar Download $147.00

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Recorded Audio Download (MP3) $147.00

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Program Materials

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Program Materials

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Strafford is a NASBA CPE sponsor and our live webinars qualify for CPE credits. They offer you a high quality, cost effective, and convenient CPE option, with no lost travel time or expenses.

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EA Credit

Strafford is an IRS approved continuing education provider and this course is approved for 2 enrolled agent (EA) credit hours.

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Customer Reviews

The conference was technical, informative and presented at a good pace.

Krystal Ching


I appreciated the flow of the information offered and the ease at which I could follow the handouts.

Larry Bruck

WISS & Company

I purchased the conference a few minutes after it began and the customer service rep was very helpful and got me signed up and logged into the conference very quickly.

Joanna Johnston

Savas Greene & Company

Excellent seminar! It was efficient and the important topics were covered at just the right pace; no time was wasted covering information that the participants already knew.

Rhonda G. Williams, CPA

Barraclough & Associates

I liked the fact that there was more than one person presenting the material. It's nice to hear multiple perspectives.

Matt Bristow

Cover & Rossiter

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