Partnerships

News & Analysis as of

U.S. Supreme Court Update, March/April 2015

The Supreme Court heard oral arguments in two cases involving state taxation on consecutive days in December. On 12/8/14, the Supreme Court heard oral arguments in Direct Marketing Ass'n v. Brohl, where the Court has...more

California Tax Developments - A Reed Smith Quarterly Update (4th Quarter 2014)

Case Updates - California Supreme Court Accepts Review of Documentary Transfer Tax Case In our last quarterly update, we reported on a controversial opinion recently published by a California Court of Appeal. In 926...more

Locke Lord QuickStudy: The Fate of Partnerships Under President Obama’s 2016 Proposed Budget

On Monday, February 2, President Obama formally released his 2016 budget proposal and, as expected, it contained numerous changes to the Internal Revenue Code. ...more

IRS Will Not Follow Partner COD Bankruptcy Exception Cases

In a new Action on Decision (AOD 2015-10), the IRS stated that it will not follow the Tax Court’s 2004 Martinez decision, which had allowed a general partner to exclude cancellation of debt (COD) income from a partnership in...more

California Supreme Court to Review Controversial Documentary Transfer Tax Case

The California Court of Appeal recently held, in 926 North Ardmore Avenue v. County of Los Angeles, that a documentary transfer tax is triggered when a transfer of an interest in a business entity that owns real property...more

IRS Hammers Offshore Lending and Underwriting Structure

In a recent Chief Counsel Advice, in an extended analysis the IRS determined that an offshore partnership with a U.S. manager that was engaged in the finance transactions was determined to be engaged in a U.S. trade or...more

Brands weigh benefits, risks of ‘cause-related marketing’

The morning after the last game of the 2014 World Series, Joe Torre got up early, put on a new uniform and flew to New York to get to work. Torre isn’t trying to make a comeback as a manager. The Hall of Famer and World...more

TEFRA, Sometimes Forgotten But Not Gone

The Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”), as codified in Internal Revenue Code. § 6221, et seq., (“IRC”) is sometimes lost in the maze of more recent tax enactments. But, occasionally, it does rear its...more

Top 10 Legal Mistakes For Start-Ups

1. You Haven’t Lawyered Up. OK, that may be a little dramatic, but the worst case scenario is that you have a handshake deal with your co-founders. After all, we are all buds, this won’t go wrong. Even if it never goes...more

How Do I Get Out of this Practice?

For years the goal of many young doctors was to gain ownership in their medical practice entity. For many, when the time came for them to “make partner,” they signed on the dotted line without fully understanding the legal...more

MoFo New York Tax Insights - Volume 5, Issue 12 - December 2014

In This Issue: - ALJ Rejects New York City’s Attempt to Forcibly Combine Bank and Its Non-New York City Mortgage Subsidiary - Tribunal Amends Decision Upholding Disallowance of Nonresident Partner’s Loss from...more

10 Ways to Finance a Business

A great business idea is not enough—a business needs capital to thrive. Attorneys can help their clients consider all the financing options, figure out which one(s) are the best fit, and comply with applicable laws....more

Nevada Supreme Court Doubles Down On Joint Venture By Estoppel

Last March, I wrote about a decision of a panel of the Nevada Supreme Court in In re Cay Clubs, 130 Nev. Adv. 14 (2014). The defendants thereafter sought reconsideration by the Supreme Court sitting en banc. Yesterday, the...more

Can A Receiver Take Over Out-of-State Assets With A California Appointment Order?

QUESTION: I am a receiver for a partnership. While most of the partnership assets are in California, I have discovered the partnership owns a storage facility in Nevada and mining equipment in Arizona. Can I take over and...more

Cashing Out of a Partnership – The Joy of Distributions

While partners usually groan upon receiving capital calls, they are delighted to receive distribution checks. However, provisions regarding distributions can be convoluted and require more than perfunctory consideration. Any...more

Court Finds Use Of “P” Word Does Not Necessarily A Partnership Make

Last March, I wrote a couple of posts concerning the Nevada Supreme Court’s opinion in In re Cay Clubs, 130 Nev. Adv. 14 (2014). Joint Venturer May Be Partner By Estoppel and “Don’t tell me not to worry, and please don’t...more

At Long Lasts, Proposed Regulations Modernize Partnership “Hot Asset” Rules

The IRS published taxpayer-favorable proposed regulations to help minimize unnecessary tax under the Section 751(b) “hot asset” rules when a partnership makes a disproportionate distribution. The hot asset rules are designed...more

The Revolutionary, Common-Sense Approach to Managing Partner Compensation

There may have been a point in our history when professional service firms nearly ran themselves. They were small entities, with most of the partners’ names on the door. Clients were institutional—they used the firm because...more

Southeast State & Local Tax: Important Developments - September/October 2014

The Williams Mullen Southeast State and Local Tax (SESALT) team is pleased to provide you with a comprehensive recap of important tax developments around the Southeast. VIRGINIA - INDIVIDUAL INCOME TAX...more

Business Court (In Judge McGuire's First Opinion) Outlines The "Indispensable Requirements" For The Formation Of A Partnership

Well, newest Business Court Judge Gregory McGuire has gotten off to a running start with his first opinion, issued only about a week after his appointment to the Business Court by Governor McCrory. The case is La Familia...more

Tax Court Strikes Down “DAD” Loss Importation Tax Shelter

In consolidated cases known as Kenna Trading LLC, the Tax Court shut down an attempt to contribute foreign currency losses into a US partnership and syndicate the losses to investors by selling partnership interests followed...more

LLP: When Is A Partnership Not a Partnership (And Who Cares)?

In re Beltway Law Group, LLP, 514 B.R. 341 (Bankr. D. D.C. 2014) – A managing partner filed an involuntary chapter 7 petition against a professional limited liability partnership. The bankruptcy court denied the...more

Texas Supreme Court Oral Argument Preview - 10/14

On Tuesday, October 14, 2014, the Supreme Court of Texas will hear argument in the following three cases. Arguments begin at 9:00 am...more

Funding a Partnership

One of the primary advantages of a partnership (or limited liability company) over a corporation is the flexibility to structure the business deal. Rather than having to deal with unwieldy units of stock or other ownership...more

Guide To Doing Business in New Zealand: Introduction

THE COUNTRY - New Zealand is an island nation in the South Pacific with a population of approximately four million five hundred thousand people from a diverse range of ethnic backgrounds. A significant majority of the...more

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