Course ID: PTEA

Pass Through Entities: Advanced Tax Issues

This program is a fast paced “double header” . . . designed for the CPA who is well grounded in the basics of Subchapter K and Subchapter S, who wants to learn how to deal with some of the more complex issues these two pass-through entities often present. PARTNERSHIPS and LLCs – Allocation of basis in debt (Sec. 752); step up in basis upon transfer (Sec. 754); disguised sales (Sec. 707); abandonment of partnership interest (deemed distribution issues); reallocation of depreciation; determining LLC member’s SE income; this part of the program builds on your basic understanding of partnership tax law and prepares you to handle complex partnership transactions. S CORPORATIONS – Shareholder basis; reasonable shareholder compensation; trusts as S corporation shareholders; S corporation mergers, split-ups, and liquidations; built-in gain; C corporation earnings and profits; special calculations when terminating or revoking elections; complexities of AAA; and dealing with QSubs; and back -to-back loans; this part of the program answers the difficult “Sub S” questions and clarifies how S corporations and partnerships are very different.

  • Recognize tax traps unique to pass-through entities
  • Understand differences between partnerships, LLCs, and S corporations
  • Deal with common ownership changes
  • Plan for unique S corporation and/or partnership and LLC transactions
  • Apply rules properly when reporting income and other items to owners
  • Properly account for tax adjustments
  • Determine reasonable compensation and guaranteed payments for SE or FICA tax

  • Contributions of property in exchange for ownership interest
  • Liabilities and their effect on owners’ basis
  • Back-to-back loan regulations
  • “Open Account Debt” regulations
  • Mergers, split-ups, and liquidations
  • Owners’ distributive share -special allocations
  • Built-in Gain – how to calculate and plan for it
  • Excess passive investment income – what it is and isn’t
  • Optional adjustments to the basis of entity property . . . Sec. 754 election
  • Distributions and payments to a retiring owner
  • Impact of the net investment income tax on partnerships and S corporations
  • Current developments- New law, cases and rulings

CPAs who advise clients on pass-through entity transactions and tax compliance.



Nichols Patrick CPE, Inc



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