Bar Exam Toolbox Podcast Episode 278: Listen and Learn -- Partnership Liability
Law School Toolbox Podcast Episode 464: Listen and Learn -- Partnership Formation
Private Equity Roundtable Discussion with Hamilton Lane - Getting the Band Together: Club Deals & Co-Investment Fundraising Are on the Rise (Video C)
Private Equity Roundtable Discussion with Hamilton Lane - Getting the Band Together: Club Deals & Co-Investment Fundraising Are on the Rise (Video B)
PE Roundtable Discussion With Hamilton Lane - Getting the Band Together: Club Deals and Co-Investment Fundraising Are on the Rise (Video A)
THE ACCIDENTAL ENTREPRENEUR PART III
THE ACCIDENTAL ENTREPRENEUR
Fundraising Trends in Private Equity for GPs and LPs
Podcast: Fund Subscription Facilities: Key Considerations for Limited Partners
Lawyers on Tap: Tap Tips for Entity Formation and Taxation
The secondary market for limited partner interests in venture capital funds has witnessed robust growth in recent years as an increasing number of existing venture fund investors seek an early exit from their positions for...more
In Soroban Capital Partners v. Commissioner, the United States Tax Court determined that entities formed as state law limited partnerships did not necessarily mean that the limited partnerships’ limited partners were limited...more
The Biden Administration’s new corporate tax increase proposal will face substantial challenges in both branches of Congress this year. The IRS continues to focus on the tax profiles of large corporations, limited...more
A recent U.S. Tax Court decision provides clarity to what the Internal Revenue Service (“IRS”) considers a limited partner for purposes of the ‘limited partner exception’ to the Self-Employment Contributions Act (“SECA”) tax...more
In Soroban Capital Partners, LP v. Commissioner, the U.S. Tax Court determined that the exception to net earnings from self-employment in Section 1402(a)(13) of the Internal Revenue Code of 1986, as amended (the “Code”) ...more
The U.S. Tax Court recently issued a precedential opinion in Soroban Capital v. Commissioner, holding that the limited partner exception to the Self-Employed Contributions Act (SECA) in Section 1402(a)(13) of the Internal...more
In September, Treasury announced forthcoming guidance that will clarify whether the limited partner exception applies to limited partners that actively participate in their businesses....more
Hedge funds and private equity groups have long used the “limited partner exception” to minimize self-employment taxes, but on March 13, 2018, the IRS announced that it was going to increase its scrutiny on taxpayers...more
The Tax Court recently ruled that a limited partner’s share of business income may be earnings from self-employment. Earnings from self-employment are subject to the self-employment tax. Earnings from self-employment...more
On November 28, 2023, the Tax Court held that limited partners in state law limited partnerships cannot automatically rely on Section 1402(a)(13) of the Self-Employment Contributions Act (“SECA”) to exclude their distributive...more
A recent decision in the US Tax Court affects limited partners and SECA – the Self Employed Contributions Act. In this case, Soroban Capital Partners LP (a hedge fund management company) was formed as a Delaware limited...more
Section 1402(a)(13) of the Internal Revenue Code provides that the distributive share of “limited partners, as such” from a partnership is not subject to self-employment tax.[1] Managers of private equity and hedge funds are...more
Certain limited partners in venture capital and private equity will likely see an increase in their tax liability due to a recent U.S. Tax Court decision. Generally, partners in a partnership and members in a limited...more
A U.S. Tax Court ruled on November 28, 2023, that limited partners in a partnership may be obligated to remit self-employment tax if they are not actually “limited” with respect to their involvement and relationship to a...more
Summary - On November 28, the Tax Court, granting the Internal Revenue Service (IRS) summary judgment, held in Soroban Capital Partners LP v. Commissioner that a state law limited partner who is limited in name only, is...more
Private equity, hedge fund, and other investment fund sponsors should be aware of the recent development in the Internal Revenue Service’s (IRS’s) audit campaign with respect to potential liability for Self-Employment...more
Memorandum to our Investment Management Clients and Friends - The United States Tax Court recently issued a ruling (the “Ruling”) pertaining to the possible exclusion of a limited partner’s distributive share of income...more
On September 29, 2023, Treasury released the 2023-2024 Priority Guidance Plan, which included “Guidance under section 1402(a)(13),” signaling the government’s intention to finally clarify the confusion surrounding the limited...more
Last week, the IRS announced “the start of a sweeping, historic effort to restore fairness in tax compliance by shifting more attention onto high-income earners, partnerships, large corporations and promoters abusing the...more
On August 11, 2023, Stamford, Connecticut-based hedge fund manager Point72 Asset Management (“Point72”) filed a petition with the Tax Court contesting the IRS’s position that its owner, billionaire and New York Mets team...more
On August 9, 2023, the Seventh Circuit Court of Appeals in Hoops, LP and Heisley Member, Inc., Tax Matters Partner vs. Commissioner of Internal Revenue, affirmed the Tax Court’s 2022 decision denying a deduction to a plan...more
Taxpayers have long attempted to limit the application of the Self-Employment Contributions Act (SECA ) taxes to income that is akin to employment income and not investment, or passive income, by relying on Code §1402(a)(13)....more
Private equity, hedge fund, and other investment fund sponsors should be aware that there continue to be significant developments in the Internal Revenue Service's (IRS’s) audit campaign with respect to the potential...more
Taxpayers are once again challenging the IRS’s position that a partner cannot wear two hats (i.e., service provider and investor) and still qualify as a limited partner for Self-Employment Contributions Act (“SECA”) purposes....more
On September 29, 2022, the United States Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a final rule requiring millions of private companies to report their ownership to the United States...more