LLCs and LLPs: Navigating Variable State Tax Treatment

Responding to Latest Changes in LLC Taxation, Non-Resident Withholding, Entity Level Tax, Etc.

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

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Conducted on Thursday, June 13, 2013

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Course Materials

This teleconference will brief state tax advisors and multi-state business taxpayers on what to expect with differing state tax policies regarding limited liability companies and limited liability partnerships. The panel will prepare advisors to work more effectively with multiple state or local agencies and to identify potential problems as well as opportunities.


When it comes to how state and local governments treat LLCs and LLPs, for tax purposes, advisors and companies utilizing LLCs and LLPs deal with considerable variation. It's not as simple as whether a state adopts federal partnership treatment and check-the-box regs.

These days, for example, an increasing number of states require an LLC or LLP to withhold tax on a non-resident member's distributive share of income. Others subject an LLC or LLP to annual minimum, entity-level taxes. Plus, some states hold these entities responsible for net worth-based franchise taxes.

Certain wrinkles and ambiguities in different states' tax treatment can create traps for the unwaryand unexpected opportunities. For example, if a state's treatment of an LLC for sales tax purposes does not conform to federal law, property transfers can be exempt from income tax but trigger sales tax.

Listen as our panel of experienced state tax advisors explores the states' varying tax treatments of LLCs and LLPs against a backdrop of recent changes in certain states' laws, guidance or rulings.



  1. State conformity to federal pass-through treatment
  2. Nexus implications
  3. Apportionment issues
  4. Trends in information reporting
  5. Withholding taxes
  6. Entity-level taxes


The panel will explore these and other relevant topics:

  • How closely different states follow or depart somewhat from the federal check-the-box regulations.
  • Examples of state income and non-income taxation of LLCs and LLPs.
  • The trend toward required withholding on income shares of non-resident partners.
  • Pitfalls and opportunities arising from different states' treatment in areas such as non-income taxes and asset transfers.

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.


Patrick Smith
Patrick Smith
Baker Tilly Virchow Krause

He has worked with clients on a broad range of state income issues, including the multi-state treatment of C and S...  |  Read More

William T. Thistle, II
William T. Thistle, II

Bradley Arant Boult Cummings

He practices primarily in the areas of federal and state and local taxation. A significant portion of his practice is...  |  Read More

Carolyn Joy Lee
Carolyn Joy Lee

Jones Day

She has extensive experience in state and local taxation, both transactional and in controversies. Her transactional...  |  Read More

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