23-Hour Program

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Overview

Why You Should Attend
Over the past two decades, partnerships have emerged as a major form of doing business. Joint ventures between large companies or with start-up or other smaller companies are now an everyday occurrence. Managed fund growth has exploded, as these specialty firms have taken on activities once dominated by the great financial institutions, such as trading, lending and mergers and acquisitions. In addition, partnerships have long been the tried and true form for the holding and operation of real estate and energy-related businesses. There are over one hundred publicly traded partnerships that compete with public corporations in the capital markets. As the world economy unites, international business partnerships play an ever increasing role.  More than ever before, in-house tax executives, family offices and tax professionals must advise their clients on the opportunities and pitfalls of structuring joint ventures and investments as partnerships under Subchapter K of the Internal Revenue Code.

This three-day seminar has been redesigned to ensure that all attendees will benefit, from beginners to experts. The conference will teach and illustrate the partnership tax rules from the birth of the partnership, its operating life and on through its wind down or other exit, with an emphasis on practical issues and planning strategies. The first two days will present a logical and comprehensive study of the basic framework and many important intricacies of Subchapter K, an area of the tax law that many believe can be understood only in its totality. The third day will focus on the application of partnership taxation to specific industries, including oil and gas, hedge funds, private equity funds, and investments benefiting from tax credits. Throughout this intensive program, emphasis will be given to legislative, regulatory and judicial developments in Subchapter K, as well as important partnership transactions, controversies and trends.  Speakers from Treasury and the IRS will join a number of the more advanced panels in order to discuss cutting-edge issues.

What You Will Learn & Special Features
• The benefits and detriments of choosing the partnership form
• Partnership interest basis issues, including allocation of liabilities
• Determinations of partners’ distributive shares and the effect of liabilities
• Planning under Section 704(c)
• Drafting partnership agreement allocation and distribution provisions
• Partnership and LLC compensatory interests including options, with a government panelist
• Planning for private equity investments
• Formation of partnerships, including joint ventures of operating businesses
• Transactions between the partnership and partners, including exit strategies
• Dispositions of partnership interests, partnership distributions and terminations
• Section 754 election planning and special basis adjustments
• Partnership mergers and divisions
• Economic substance, judicial doctrines and ethics issues
• Panel on interesting partnership transactions of the past year
• Session featuring IRS and Treasury representatives on the government perspective on key partnership issues
• International joint venture issues and planning, including a government panelist
• Effects of recent or proposed tax legislation and pending regulatory proposals

Plus New Sessions
• “The Big Picture”: An overview of partnership taxation and its place in the overall U.S. tax regime
• Hedge Funds
• Publicly Traded Partnerships

The faculty will consist of tax counsel with special expertise in the transactional aspects of structuring partnerships, joint ventures and other strategic alliances, both domestic and international. For some of the more advanced topics, the faculty will be joined by panelists from the IRS and Treasury. Many of the faculty have significant teaching experience and will adopt an approach designed to enable attendees to progress rapidly from an elementary understanding of the rules to the cutting-edge of the most complex of current transactional issues.

Credit Details