News & Analysis as of

Partnerships Tax Planning

Mayer Brown

The Finalized Disclosure Requirements for Partnership Basis-Shifting Transactions: Slightly Less Onerous, but Still Premature

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On January 14, 2025, the Department of the Treasury (“Treasury”) and the Internal Revenue Service (“IRS”) published final regulations (the “Final Regulations”) addressing reporting obligations with respect to certain...more

Rivkin Radler LLP

Transferring the Family Business To A Private Foundation? Are You Sure About That?

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Charitable organizations are dependent, in no small part, upon the financial support of many successful business owners. The generosity of these individuals and their organizations may be a manifestation of several factors...more

IR Global

Accountants Advising on Ownership Structure

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An Accountant based in Atlanta, Georgia provided valuable advice to a new Client who was starting a kitchen design business with a business partner....more

Williams Mullen

Newly Released Final Regulations on Partnership Basis-Shifting Transactions

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On January 10, 2025, the United States Internal Revenue Service (the "IRS") released final regulations (the "Final Regulations") under section 6011 of the Internal Revenue Code of 1986, as amended (the "Code"), that identify...more

Proskauer - Tax Talks

Final Regulations Issued for Certain Partnership Related Party Basis Adjustment Transactions

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On January 10, 2025, the Treasury Department and the U.S. Internal Revenue Service (the “IRS”) released final regulations (the “regulations”) classifying certain partnership related party basis adjustment transactions and...more

Morgan Lewis

German Federal Fiscal Court Comments on Several Aspects of Real Estate Transfer Tax for Share Deals

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In several recently published rulings, the German Federal Fiscal Court (BFH) has commented on several aspects of real estate transfer tax (RETT) in case of share deals—also contrary to the previous opinion of the tax...more

Proskauer - Tax Talks

Final Regulations Issued on Allocation of Partnership Liabilities Under Section 752

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On December 2, 2024, the U.S. Department of the Treasury (“Treasury”) and the Internal Revenue Service (the “IRS”) published final regulations (the “Final Regulations”) on section 752 regarding the allocation of partnership...more

Davies Ward Phillips & Vineberg LLP

Selected US Tax Developments

Canadians who emigrate to the United States or elsewhere face many decisions and considerations associated with departure, but careful tax planning should not be an afterthought. When an individual ceases to be resident in...more

McDermott Will & Emery

Receiving Debt-Financed Distributions From a QOF: IRS Allows Significant Flexibility (And Some Traps)

Qualified Opportunity Funds (QOFs) offer generous tax incentives but are bound by a complicated set of rules, not to mention the complexity of Subchapter K of the Internal Revenue Code (IRC), as QOFs are typically organized...more

Rivkin Radler LLP

Not Aware of Your Business Partner’s Tax Situation? Maybe You Should Be

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If you’ve worked with the owners of closely held businesses for even just a few years, you have realized they are only half joking when they complain about having the government as a partner. Consider how much federal, state,...more

Allen Barron, Inc.

Important IRS and California Tax-Related Deadlines

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Don't stick your head in the sand and miss important business or personal tax deadlines...more

Williams Mullen

[Event] 2025 Winter Tax Forum - February 6th, Richmond, VA

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Join Williams Mullen for our hybrid 2025 Winter Tax Forum on Thursday, February 6th. Our speakers, Anna Derewenda, Kyle Wingfield, Kevin Bender, and Patrick Carr will provide an update on the following: - New Basis...more

Rivkin Radler LLP

Expiring Federal Transfer Tax Benefits – Nothing is Certain or Lasts Forever

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Just a few weeks ago, many individual taxpayers, driven by what they viewed as the relatively imminent expiration of the enhanced federal transfer tax exemptions, sought advice on how to leverage their remaining exemption and...more

Freeman Law

Centralized Partnership Audit Regime (CPAR) and a Trap for the Unwary

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Centralized Partnership Audit Regime (CPAR) is a somewhat new regime that followed TEFRA. Congress promulgated CPAR as part of the Bi-partisan Budget Act of 2015. For taxable years beginning in 2018, CPAR is the controlling...more

Foster Garvey PC

A Journey Through Subchapter S / A Review of The Not So Obvious & The Many Traps That Exist For The Unwary: Part VIII –...

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In the S corporation arena, tax advisors and taxpayers generally do not focus a lot of attention on the S corporation shareholder eligibility rules other than at the time the S election is made. As we dive into shareholder...more

Freeman Law

Treasury Department and IRS Target Partnership Basis-Shifting Transactions

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On June 17, 2024, the Treasury Department launched “a new regulatory initiative to close a major tax loophole exploited by large, complex partnerships.”[1] The loophole: partnership basis-shifting transactions....more

Falcon Rappaport & Berkman LLP

For Tax Purposes, Are Limited Partners Really Limited Partners?

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

Pillsbury - Propel

Choosing the Wrong Business Structure: A Startup’s Death Sentence?

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Starting a business is a thrilling journey filled with excitement, innovation and the promise of potential success. However, choosing the wrong business structure to reach your objectives can set your business on a path to...more

Buckingham, Doolittle & Burroughs, LLC

Gifts of Private Company Interests to Charity Prior to Sale

A planning technique that is known to most tax professionals is for an owner of a private company to gift an interest therein to charity prior to a sale. This technique is only of interest to taxpayers who are charitably...more

Mayer Brown

New Version of US Internal Revenue Service Form W-9 Requires Partnership Look-Through

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In March 2024, the Internal Revenue Service (“IRS”) released a new revision to Form W-9. Forms W-9 previously provided or collected do not expire nor need to be refreshed due to the publication of the new revision....more

Strafford

[Webinar] IRC 754 Elections for Tax Counsel: Mastering Structuring Considerations of Basis Adjustments - Navigating Complex Basis...

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This CLE/CPE course will provide tax counsel with comprehensive guidance on the 754 election for partnerships. The panel will discuss the basis adjustment rules associated with sales, transfers, and partnership interests or...more

DarrowEverett LLP

‘As Such’: Soroban Case Puts Limited Partnerships Under Tax Scrutiny

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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

Baker Donelson

SALT Select Developments - February 2024

Baker Donelson on

State and local taxes impact almost every taxpayer, and developments in any one jurisdiction can be frequent and sometimes confusing. ln this newsletter edition, we will briefly summarize selected state and local tax (SALT)...more

Holland & Knight LLP

U.S. Tax Court: Limited Partner SECA Exception Requires Functional Analysis

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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

Hinckley Allen

Converting an LLC to an S Corporation: A Mistake Waiting to Happen

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Limited liability companies (LLCs) offer significant tax flexibility – for one thing they can elect to be treated as disregarded entities, partnerships, C corporations, or S corporations, and can even shift between those tax...more

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