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Internal Revenue Code (IRC) Partnerships

Cozen O'Connor

Drafting Partnership Agreements: Ensuring You Get the Returns You Bargained For

Cozen O'Connor on

PIP (partners' interests in the partnership) allocations are very commonly used in partnership agreements. For this reason, Investors and managers should understand the basics of PIP allocations and whether and when they...more

Cadwalader, Wickersham & Taft LLP

IRS Aims to End Abusive Basis-Shifting Transactions

The IRS has issued new guidance to prevent related parties from using partnerships to achieve tax benefits through basis-shifting among assets. The IRS recently released a guidance package aimed at preventing...more

Greenberg Glusker LLP

Unlocking Success: The Strategy Behind Partnership Divisions for Tax Compliance

Greenberg Glusker LLP on

In the article that appeared in last month’s blog, I indicated that we utilize a structure that avoids the taxing authorities’ challenges to “drop and swap” transactions and, instead, that is structured to comply with an...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 –...

Foster Garvey PC on

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

Williams Mullen

No Moore Waiting - Supreme Court Upholds Mandatory Repatriation Tax

Williams Mullen on

On June 20, the U.S. Supreme Court released its opinion in the closely watched case of Moore v. United States. In a 7-2 decision, the court upheld the constitutionality of the mandatory repatriation tax (MRT), also referred...more

Gray Reed

IRS Continues Focus On Large Partnerships: 3 Items To Watch Out For

Gray Reed on

In recent years, the IRS has focused its attention and resources on large partnerships. In 2021, the agency launched an initial phase of its Large Partnership Compliance (LPC) program. Under this program, the IRS identified...more

Skadden, Arps, Slate, Meagher & Flom LLP

The IRS Takes Aim at Basis Adjustments in Partnership Transactions

On June 17, 2024, the IRS issued three pieces of guidance addressing certain “basis-shifting” transactions in the context of related-party partnerships: In new proposed regulations, the IRS identified several...more

Holland & Knight LLP

IRS Targets Owners of Professional Sports Franchises Regarding Tax Reporting

Holland & Knight LLP on

Basketball just wrapped up its season and hockey is in the last period of its season, but there is no summer vacation for the IRS Large Business and International (LB&I) division. The IRS recently announced a new enforcement...more

Farella Braun + Martel LLP

The IRS Is Targeting Partnership Transactions: Is Your Representative Ready?

Earlier this week, Treasury and the IRS issued guidance to halt the use of partnership rules in the Internal Revenue Code to engage in abusive basis-shifting transactions whereby tax basis is stripped from certain assets and...more

Proskauer - Tax Talks

Treasury and IRS Announce New Attack on Partnership Basis-Shifting Structures and Establishment of “Passthrough Working Group” to...

Proskauer - Tax Talks on

On June 17, 2024, the IRS announced the formation of a dedicated group in the Office of Chief Counsel specifically focused on developing guidance on partnerships, which is expected to work with a new “passthrough working...more

Fox Rothschild LLP

IRS Issues Basis Shifting Guidance for Partnerships, Proposes Reporting Requirements

Fox Rothschild LLP on

The Internal Revenue Service (IRS) and U.S. Department of Treasury recently issued guidance to curtail what they consider abusive basis shifting by related-party partners and partnerships. That guidance, which was issued June...more

Rivkin Radler LLP

Trust Beneficiary Engages In Like Kind Exchange Using Trust Property

Rivkin Radler LLP on

It is a basic principle of the income tax that the gain or loss realized by a taxpayer from the conversion of property into cash, or from the exchange of property for other property that differs materially in kind from the...more

Cadwalader, Wickersham & Taft LLP

Getting Technical with Partnership Termination Rule

The Tax Court recently ruled that a new partnership (“New Shoals”) that is deemed to form on a technical termination may use a taxable year that starts on the date of the termination of the old partnership (“Old Shoals”),...more

Pillsbury Winthrop Shaw Pittman LLP

Treasury Department and IRS Issue Final Regulations Regarding the Transferability of Tax Credits Under Section 6418 of the...

The final regulations adopt the provisions of the previously proposed regulations with modest modifications and clarifications. The registration portal for transferring tax credits is open, and no significant changes have...more

Rivkin Radler LLP

Partnership Transactions Lacking Economic Substance or Business Purpose: Investor Beware

Rivkin Radler LLP on

Assume that X and Y agree to the following: X will transfer ownership of Prop to Y, and Y will transfer cash to X. What just happened? Obviously, X has sold Prop to Y. If the amount of cash that X receives is greater than...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

Mayer Brown

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

Mayer Brown on

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

Pillsbury Winthrop Shaw Pittman LLP

Treasury Department and IRS Issue Final Regulations and Other Guidance on the Direct Pay Election under Section 6417 of the...

Under Section 6417 of the Internal Revenue Code (IRC), “applicable entities” and certain electing taxpayers can elect to treat various renewable energy tax credits as payments against tax, essentially making those credits...more

Schwabe, Williamson & Wyatt PC

Department of Treasury Issues Final Regulations Regarding Elective Pay Program ‎

The final regulations are effective on May 10, 2024. ‎ Last week, the Department of the Treasury issued final regulations that address the Elective Pay program (also called direct pay), predominantly under Internal Revenue...more

Strafford

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

Strafford on

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

Holland & Hart LLP

Fund Formation and Credit Transfers: Monetizing Tax Credits Using Partnerships

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Section 6418 of the Internal Revenue Code (as added by the Inflation Reduction Act of 2022) allows an eligible taxpayer that qualifies for certain clean energy tax credits, including investment tax credits and production tax...more

DarrowEverett LLP

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

DarrowEverett LLP on

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

Holland & Knight LLP

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

Holland & Knight LLP on

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

Hinckley Allen on

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

Skadden, Arps, Slate, Meagher & Flom LLP

Observations on Notice 2023-80: The Treasury Department and IRS’ Preliminary Guidance on the Interaction of Foreign Tax Credit and...

On December 11, 2023, the Department of the Treasury (the Treasury Department) and the Internal Revenue Service (IRS) released much-anticipated guidance in Notice 2023-80 (Notice) announcing their intention to issue proposed...more

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