Tax Strategies for Real Estate LLC and LP Agreements: Capital Commitments, Tax Allocations and Distributions, and More
Recording of a 90-minute CLE/CPE webinar with Q&A
This CLE/CPE webinar will prepare real estate counsel to deal with crucial tax issues and avoid costly mistakes in structuring agreements for real estate partnerships and LLCs. The panel will offer best practices for drafting provisions that reflect effective tax compliance and planning in light of recent tax reform.
- Tax Reform – provisions effecting LLCs and LPs
- Capital contributions, tax distributions and withholding
- Liquidation alternatives for LLCs and LPs—tax elections under Sections 704 and 754
- Tax audits—tax matters partner
- Special partners: REITs, tax-exempts, foreign partners
- Capital account basics: Section 704(b)
- Tax allocations; built in gain, additional capital contributions, and dilution provisions—Section 704 (b) and (c)
- Liabilities—Section 752; Reg. 1.752-3(a)
- Disguised sales—Section 707
- Allocations of profits and losses; treatment of depreciation—Section 704(c); Reg. 1.704-3
- Tax boilerplate: areas of negotiation
- Target vs. layer cake allocation
The panel will review these and other key issues:
- What unique tax issues are inherent in real estate LLCs and LPs?
- What are the common tax pitfalls in drafting real estate LLC and LP agreements?
- What are best practices for avoiding these drafting mistakes?
- What changes should be made to LLC and LP agreements in response to the new tax law?
Kirkland & Ellis
Mr. Butler's practice focuses on the tax aspects of complex business transactions and reorganizations, with a... | Read More
Mr. Butler's practice focuses on the tax aspects of complex business transactions and reorganizations, with a particular concentration on private equity and real estate fund formation, infrastructure and renewable energy investments, real estate joint ventures, mergers and acquisitions, and bankruptcy restructurings. He is a published author and frequent speaker on tax issues.Close
Kirkland & Ellis
Mr. Dong is a tax attorney in the Houston office of Kirkland & Ellis LLP. William’s practice focuses on the... | Read More
Mr. Dong is a tax attorney in the Houston office of Kirkland & Ellis LLP. William’s practice focuses on the tax aspects of complex domestic and cross-border transactions, including mergers, acquisitions, divestitures, leveraged buyouts, joint ventures, tax-free spin-offs, restructurings, public offerings and other financings.Close