Partnership and LLC Core Tax Issues From Formation Through Liquidation

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Instructor

Dennis
Riley

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Dennis Riley

Bio

Dennis Riley, CPA
CuttingEdgeCPA.com,LLC/Mt. Laurel, NJ

Dennis Riley specializes in closely held businesses and has more than 20 years experience in small business accounting, consulting, tax preparation and government representation. He was recognized by the AICPA as an early adopter of new technology and new integrations of accounting and consulting information.

Dennis’s experience includes negotiations with federal and state government tax authorities, offers in compromise, closing agreements, strategic business plans, litigation support, organizing records, business setup and problem solving, as well as analytical and strategic services. He has resolved multiplel-year tax filing issues, organization issues and business transition problems.

As they gain more experience, staff are expected to take on more complex assignments with minimal supervision. The course is designed to be a stepping stone for staff interested in pursuing more advanced partnership and LLC issues than mere preparation via deeper life-cycle study into critical areas of formation, special allocations of income and deductions, basis calculations and implications of recourse and nonrecourse debt, basis step-up under §754 on transfer of an ownership interest, distributions, self-employment tax issues, and termination/liquidation of the LLC. With the right blend of legal and tax ramifications of LLC-specific issues, this course identifies all the major areas that are potential sources of increased complexity.

Learning Objectives

Prepare more complicated partnership returns
Understand certain advanced concepts of partnership taxation

Major Topics

New capital account reporting requirements
CARES Act and effect on excess business losses and business interest deductions. Tax Relief Act clarifying guidance on effect of PPP loan forgiveness on tax attributes and partners' basis
New Schedule K-1 reporting for §743 adjustments
New Schedule K-1 reporting for §704 gains and losses
Comprehensive case on partnership/partner application of the business interest deduction
When to use "704(b) basis" for capital accounts versus "tax basis"
Detailed rules of §704 for preventing the shifting of tax consequences among partners or members
Unreasonable uses of the traditional & curative allocation methods
Multiple layers of §704(c) allocations
Treatment of recourse versus nonrecourse debt basis
How to calculate basis limitations and its implication on each partner's own tax return
How §179 limitations affect partnership/LLC basis
Regulations for handling basis step-ups under §754 elections, and mandatory adjustments under §743 and §734 for partnerships who have NOT made the §754 election
Subsequent contributions of property with §754 adjusted basis to another partnership or corporation
Capital account adjustments in connection with admission of new member
Special allocations require "substantial economic effect"; what are the requirements?
LLCs and self-employment tax to the members
Distributions -- current or liquidating, cash or property including the substituted basis rule
Termination/liquidation of an LLC

CPE Credits Available

8 CPE

8: Taxes

Things to Know About This Course

Course Level

Intermediate

Professional Area of Focus

Taxes

Advanced Preparation

None

Intended Audience

Experienced CPAs desiring a comprehensive case approach to understand reasonably complex limited liability company issues and problems; also, CPAs who want a comprehensive, intermediate-level limited liability company practice manual

Provider

GSCPA