Consolidating partnerships with corporations njspeeddating com
For example, under the assets-over form, the partnership’s tax basis in the assets contributed to the resulting partnership is determined under Sec.
723 and should be generally unchanged by the transaction.
The general rules cover a large majority of partnership mergers.
In some cases the partnership that results from a merger of multiple partnerships can be considered a continuation of more than one of the partnerships.
Before submitting a merger or consolidation filing request, click on the appropriate tab below to review the check list that applies to your planned filing.
When reviewing the check list, pay particular attention to the reviewable items and fee payment amounts.
A merger or consolidation of partnerships may take one of two forms provided by the regulations: the “assets-over” form or the “assets-up” form.
The assets-over form is the default for a partnership merger or consolidation.
In a partnership merger in which some or all members of the terminated partnership receive cash for their interests, planning is necessary to prevent the continuing members of the partnership from recognizing gain on the transaction.
Generally, the general partner corporation owns less than 1% of the LP and the limited partner corporation owns 99% of the LP, with more than 99% of the capital contribution coming from the limited partner and the remaining 1% coming from the general partner.
The capital contributions of the partners are as agreed upon by the partners and as specified in the partnership agreement.
Among the various models of affordable housing programs available, the most common one is the Low-Income Housing Tax Credit (LIHTC) program, created by the Tax Credit Reform Act of 1986.
The LIHTC program regulations are under Section 42 of the Internal Revenue Code.
s only asset is land, with an FMV of $2,000 and a tax basis of $1,000, and cash of $500. In the assets-up merger, each partner of the terminated partnership is treated as contributing its share of assets to the surviving partnership, so the receipt of cash by one of those partners will generally result in gain only to that partner.