Sect. 704(c): Contributions to Partnerships and LLCs
Navigating Unsettled Issues, Complex Rules, and Allocation Method Elections
Recording of a 110-minute CPE webinar with Q&A
This course will provide tax advisers with a thorough and practical guide to navigating the complex requirements of Section 704(c). The panel will go in depth to identify the contributed property subject to Section 704(c) and will discuss available elections to allocate gain and loss.
Outline
- Critical aspects of Section 704(c)
- Sharing of income, gain, loss, or deduction for property contributed must take account of variations between basis and fair market value at contribution
- The Treasury and IRS's broad authority to determine proper application of allocations
- Navigating complex questions about built-in gain or loss property contributed to a partnership
- Book vs. tax basis
- The "Ceiling Rule"
- Traditional, curative, and remedial allocation methods
- Revaluations
- Mixing bowl rules
- Anti-abuse rules
Benefits
The panel will review these and other key issues:
- Reviewing partnership agreements and other operating documents based on Section 704(c) considerations
- Making choices among the allocation method elections
- Whether and when revaluations are appropriate or required
Faculty
Ryan J. Dobens
Senior Manager
PwC
Mr. Dobens is a Senior Manager part of the Mergers & Acquisitions Group of PwC's Washington National Tax... | Read More
Mr. Dobens is a Senior Manager part of the Mergers & Acquisitions Group of PwC's Washington National Tax Services office. Mainly, he specializes in the area of partnership taxation. He has broad experience advising multinational businesses, the asset management industry, and the real estate industry on the flexibility of partnership taxation. Through his work with venture capital and private equity funds, Mr. Dobens has also developed an extensive knowledge as to the qualification of small business stock under Section 1202 of the Code and regularly advises clients nationally on the topic (both from the buy and sell side of transactions).
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Megan Stoner, JD, LLM
Senior Manager, WNTS M&A Tax
PwC
Ms. Stoner specializes in partnership taxation. She has significant experience assisting clients with complex... | Read More
Ms. Stoner specializes in partnership taxation. She has significant experience assisting clients with complex partnership transactions, from partnership formations to operational issues and unwind transactions. Ms. Stoner’s background includes advising on the federal tax implications of partnership debt restructuring transactions, property contributions and distributions, Section 704(b) revaluations in capital accounts, partner allocations of taxable income including Section 704(c) allocations, application of the disguised sale rules, liability allocations, basis adjustments and the treatment of contractual alliances. She is a former attorney-advisor at the IRS Office of Chief Counsel, Passthroughs & Special Industries division where she drafted the Section 108(e)(8) partnership debt for equity regulations and other published guidance affecting partnerships, S corporations and trusts.
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