Self-Study

Surgent's Advanced Critical Tax Issues for Limited Liability Companies and Partnerships

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The purpose of this course is to provide an in-depth discussion of selected advanced-level issues affecting LLCs and LLPs.

Major subjects

• Applicable provisions of the One Big Beautiful Bill Act (OBBBA).
• Single-member limited liability companies as an alternative to subsidiaries.
• Cancellation of indebtedness rules and regulations.
• How the IRS views members or partners for Social Security purposes.
• Special problems when forming an LLC.
• Debt issues and problems in structuring LLCs and LLPs, including loan guarantee issues, recourse and nonrecourse debt, the at-risk basis rules, and new regulations restricting bottom-dollar guarantees.
• Distribution or a disguised sale? New regulations eliminate certain tax-deferred leveraged partnership transactions.
• Death or retirement of a member or partner - understanding the alternatives.
• Step-up in basis issues - how to make the computations and elections.
• Property transactions between the LLC/LLP and its members or partners - what to do with built-in gain or loss property.
• When are partnership losses deductible?
• Material participation rules for LLC members and limited partners and how they affect passive loss issues.
• Continuation and termination of an LLC/partnership in the context of a merger or acquisition.
• Sales of an LLC interest - holding period and hot asset issues.
• Impact of the tax on investment income on the sale of an interest in a partnership or LLC.
• Repeal of the technical termination of partnership provision.
• Impact of Soroban Capital Partners LP, 161 TC No.12.
• NEW: The IRS removes recently finalized regulations identifying certain partnership basis shifting transactions as transactions of interest (see Chapter 2).

Learning objectives

• Identify tax and nontax advantages and disadvantages of LLCs and partnerships.
• Describe how inside and outside basis is affected by liabilities, recourse and nonrecourse.
• Discuss the impact of cash and property distributions.
• Explain the tax consequences of a sale of an interest and distinguish such consequences from the tax consequences when a partnership or LLC is acquired or merges into another LLC or partnership.
• Complete a case study to improve advocacy skills before the IRS.

Who should take this program?

• CPAs with clients using the LLC or LLP structure who need to understand advanced issues, problems, and planning strategies.

Pricing

Our records indicate you are a nonmember. If you register, you will be charged $199.00 (Standard Nonmember Fee). Members: Please log in to receive member fee.

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