Private Equity, Internal Revenue Code (IRC), Partnerships

U.S. Tax Court Issues Ruling on Self-Employment Tax Exception for Limited Partners

Stinson LLP on 6/12/2025

On Wednesday, May 28, the U.S. Tax Court ruled in Soroban Capital Partners LP v. Commissioner that a "functional analysis" test applies when determining whether a limited partner who contributes services to a partnership may...more

Tax Court’s Decision in Soroban—Potential SECA Tax Implications for Management Fee Income

Morrison & Foerster LLP on 6/11/2025

On May 28, 2025, the U.S. Tax Court issued its decision in Soroban Capital Partners LP v. Commissioner (T.C. Memo 2025-52) (“Soroban”), holding that “limited partners” of a management company organized as a Delaware limited...more

The Limited Partner Exclusion From Self-Employment Tax – But Who Is A Limited Partner?

Rivkin Radler LLP on 6/11/2025

An Agency Under Siege - The mission statement of the IRS reminds taxpayers that it is their responsibility to understand and meet their tax obligations, while it is the role of the IRS to “enforce the [tax] law with...more

The IRS Takes Aim at Basis Adjustments in Partnership Transactions

Skadden, Arps, Slate, Meagher & Flom LLP on 6/25/2024

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

Rolling Over and Section 704(c); What’s the Big Deal? — Part 4: The Remedial Method

Troutman Pepper Locke on 11/2/2023

In our continuing series on Section 704(c) of the Internal Revenue Code (the Code) we discuss the application of the remedial method to correct for distortions caused by the ceiling rule. As previously discussed, when the tax...more

Rolling Over and Section 704(c); What's the Big Deal? — Part 2: The Traditional Method

Troutman Pepper Locke on 10/19/2023

In Part 1 of our discussion on Section 704(c) (Part 1) we described the basic idea of how the inherent built-in tax gain or loss on a piece of property contributed to a partnership is allocated to the contributing partner. As...more

Are Partner Retirement or Withdrawal Provisions in Governing Documents Subject to Section 409A of the Internal Revenue Code?

Levenfeld Pearlstein, LLC on 10/12/2023

As part of our ongoing series on tax issues for accounting firms, this article provides information on retirement or deferred compensation arrangements, the related rules of Section 409A of the Internal Revenue Code, and how...more

Private Equity › Internal Revenue Code (IRC) › Partnerships

U.S. Tax Court Issues Ruling on Self-Employment Tax Exception for Limited Partners

Tax Court’s Decision in Soroban—Potential SECA Tax Implications for Management Fee Income

The Limited Partner Exclusion From Self-Employment Tax – But Who Is A Limited Partner?

The IRS Takes Aim at Basis Adjustments in Partnership Transactions

Rolling Over and Section 704(c); What’s the Big Deal? — Part 4: The Remedial Method

Rolling Over and Section 704(c); What's the Big Deal? — Part 2: The Traditional Method

Are Partner Retirement or Withdrawal Provisions in Governing Documents Subject to Section 409A of the Internal Revenue Code?

Carried Interest/Promote in 2022: Action Items for Investment, Private Equity, Real Estate Fund Managers

Carried Interest – Proposed Regulations and the Impact on Private Equity

Key Takeaways from the Proposed Regulations on Carried Interest

IRS Gets “Bageled” in Tax Court Over Family Office Expenses

IRS Issues Guidance Affecting Tax-Exempt Investments in Private Equity Funds

Private Equity › Internal Revenue Code (IRC) › Partnerships

"My best business intelligence, in one easy email…"