Tax Issues in Transferring LLC and Partnership Interests
Navigating the Complex IRS Rules for Buying, Selling or Redeeming Partnership Interests
Recording of a 90-minute CLE/CPE webinar with Q&A
Conducted on Thursday, March 2, 2017
Recorded event now available
This CLE/CPE webinar will provide tax counsel and advisers with an overview of the tax rules that apply to the sale or transfer of an LLC or partnership interest. The panel will discuss common pitfalls and uncertainties in the tax code and outline best practices to structure transactions.
For the unwary and unprepared, tax treatment of LLCs and partnerships is fraught with confusion and problems. Ownership interests in these entities are often compared to corporate shares, but there are many important distinctions. Tax basis, holding periods, and character of gain or loss are some of the characteristics determined by different rules.
Evaluating the tax consequences of a sale or disposition of an LLC or partnership interest often requires consideration of whether the interest being transferred is a profits interest or a capital interest, whether an interest is subject to vesting, and the character and holding period of the assets held by the partnership. To avoid unfavorable tax consequences, tax counsel must know how to evaluate tax treatment of LLC and partnership interest transfers.
Listen as our panel of experienced tax attorneys examines the complex tax rules for transferring LLC and partnership interests and best practices for structuring transactions to obtain desired tax outcomes.
- Tax rules related to sales or transfers of LLCs or partnership interests
- Common issues and uncertainty related to the tax code
- Best practices
The panel will review these and other key issues:
- What tax differences result from choosing between a sale or redemption of a departing partner’s interest?
- Will a sale or redemption of other partners create a taxable event to the remaining owners?
- How is character of gain or loss determined upon a transfer?
- What are the holding period and basis rules for transfers of partial interests?
- What is the impact of the Net Investment Income Tax?
After completing this course, you will be able to:
- Recognize the tax rules that apply to the sale or transfer of an LLC or partnership interest
- Discern common pitfalls and uncertainties in the tax code
- Identify issues that may lead to unfavorable tax treatment
- Determine best practices to structure transactions to achieve intended tax consequences
L. Andrew Immerman, Partner
Alston & Bird,
Mr. Immerman concentrates on federal income tax matters, including domestic and international tax planning and transactional work for joint ventures, partnerships, limited liability companies and corporations. He has helped structure many sophisticated partnership and limited liability company transactions and has represented the target or the acquirer in numerous corporate mergers and acquisitions.
Joseph C. Mandarino, Partner
Smith Gambrell & Russell,
Mr. Mandarino's practice focuses on corporate, tax and finance law. He is involved with a wide variety of businesses and transactions, including experience with compliance, planning and M&A activities for partnerships, individuals and corporations. Mr. Mandarino writes and speaks extensively on a wide range of business, tax and finance topics.
Amanda Wilson, Partner
Lowndes Drosdick Doster Kantor & Reed,
Ms. Wilson concentrates her practice on federal tax planning and structuring and represents clients in a wide variety of complex federal tax matters, with a particular emphasis on pass-through entities such as partnerships, S corporations and real estate investment trusts. Specifically, she focuses on advising clients on the formation, operation, acquisition and restructuring of pass-through entities.
Enrolled Agent credit processing is available for an additional fee per person.
EA Processing $5.00
CLE On-Demand - Streaming Video
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CLE On-Demand Video $297.00
Includes full event recording plus handouts.
Note: Self-study CPE and EA credits are not offered on recorded events.
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AK, AZ, CA, CO, CT, FL, GA, HI, IA, ID, IL, KY, ME, MN, MO, MT, ND, NJ, NM, NY, OR, PA, TN, TX, UT, VT, WA, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)
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I liked that the speakers' explanations of the materials were easy to follow.
Greenebaum, Doll & McDonald
The seminar was given in a very user friendly presentation format.
Concise and accurate presentation. Handouts very informative.
Very clearly presented and very practical advice.
Winthrop Rutherfurd, Jr.
White & Case
I was pleased with the in-depth, comprehensive coverage of a fairly narrow but important set of issues.
Patricia L. Chapman
Tax Law Advisory Board
Steptoe & Johnson
Morrison & Foerster
Partner and Practice Group Leader - Tax
Waller Lansden Dortch & Davis
Holland & Knight
Partner, Cross-Border Transactions Tax
Fraser Milner Casgrain
Federal Tax Partner
Partner, Tax-Exempt Organizations
Steptoe & Johnson
Partner, Corporate Tax and Due Diligence
Ivins, Phillips & Barker
Managing Director, State and Local Tax Practice
Partner & Co-Chair, State & Local Tax Practice
Sutherland Asbill & Brennan
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