Introduction and Background -
Treasury and the IRS issued proposed regulations on July 31, 2020 under Section 1061 of the Code (Proposed Regulations). Section 1061 effectively creates a three-year holding period...more
8/17/2020
/ Capital Gains ,
Carried Interest ,
Economic Substance Doctrine ,
Holding Periods ,
Income Taxes ,
Internal Revenue Code (IRC) ,
IRS ,
Partnerships ,
Proposed Regulation ,
Real Estate Investments ,
REIT ,
Reporting Requirements ,
RICs ,
S-Corporation ,
Tax Cuts and Jobs Act ,
U.S. Treasury
Choosing the appropriate type of entity is a multifaceted analysis—one that was impacted by the Tax Cuts and Jobs Act of 2017, or TCJA.
Originally published in Middle Market Growth, the official publication of the...more
Choosing the appropriate type of entity is a multifaceted analysis and is necessarily dependent upon a variety of factors, including business objectives, type of business, desire for cash distributions, and ease of obtaining...more
10/3/2019
/ Business Entities ,
Business Formation ,
Business Taxes ,
C-Corporation ,
Capital Raising ,
Corporate Structures ,
Corporate Taxes ,
Exit Planning ,
Pass-Through Entities ,
Tax Cuts and Jobs Act ,
Tax Rates
Covering legal developments and regulatory news for registered funds, their advisers and industry participants through June 30, 2019.
Auditor Independence With Respect to Certain Loans or Debtor-Creditor Relationships -
On...more
7/19/2019
/ Broker-Dealer ,
Capital Formation ,
Common Reporting Standard (CRS) ,
Conflicts of Interest ,
Duty of Care ,
Duty of Loyalty ,
ETFs ,
Fiduciary Duty ,
Financial Markets ,
Financial Services Industry ,
Form CRS ,
Investment Management ,
Investor Protection ,
Public Comment ,
Regulation Best Interest ,
Regulation S-X ,
Regulatory Standards ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The new partnership audit rules apply to tax years beginning in 2018. While the new rules eliminate the need for a tax matters partner, that role is replaced with a new role called the partnership representative (PR). ...more
Section 199A, enacted in the Tax Cuts and Jobs Act at the end of 2017, allows individuals and certain noncorporate taxpayers to deduct up to 20 percent of qualified business income (QBI) beginning in 2018. QBI generally...more
THE NEW REGULATIONS EXPAND THE FILING REQUIREMENTS FOR FORM 5472 TO INCLUDE DISREGARDED ENTITIES WITH FOREIGN OWNERS WHEN THERE ARE CERTAIN REPORTABLE TRANSACTIONS.
If a non-U.S. person (individual or corporation)...more
If a non-U.S. person (individual or corporation) owns 100 percent of the stock of a U.S. corporate subsidiary, the subsidiary needs to obtain an employer identification number (EIN) and maintain adequate books and records to...more
While the IRS's Proposed Regulations Are Not Yet Effective, RICs Should Carefully Consider Whether Their Portfolios or Policies Run Afoul of the New Rules.
In order for a corporation to qualify as a regulated investment...more
1/5/2017
/ Commodities ,
Controlled Foreign Corporations ,
Derivatives ,
Distribution Rules ,
Foreign Corporations ,
Investment ,
Investment Companies ,
IRS ,
Passive Foreign Investment Company ,
Qualifying Income ,
RICs ,
Securities ,
Securities and Exchange Commission (SEC)
Section 385 Proposed Regulations — Impact on Related-Party Financing -
Section 385 has been in the Internal Revenue Code since 1969. It was enacted to provide guidance for whether to classify an interest in a corporation...more
12/13/2016
/ Audits ,
Bifurcation ,
Change of Ownership ,
Debt ,
Debt Instruments ,
Device Test ,
Equity ,
Expanded Group Instruments (EGIs) ,
Income Taxes ,
Internal Revenue Code (IRC) ,
IRS ,
Net Operating Losses ,
Partnerships ,
REIT ,
Revenue Procedure 2016-40 ,
Safe Harbors ,
Section 355 ,
Section 385 ,
Stocks ,
Tax-Free Spin-Offs
Beginning January 1, 2017, Philadelphia’s real estate transfer tax will increase from 3 percent to 3.1 percent. That’s in addition to the Pennsylvania realty transfer tax of 1 percent, for a total of 4.1 percent....more
The new regulations will have a direct impact on the formation of partnerships in the international context.
For most of the past decade, contributions to partnerships (including LLCs taxed as partnerships) have been...more