On-Demand   MP4 - Mobile Video Seg

Advanced and Cutting-Edge Topics in Subchapter K

Recorded on: Jun. 13, 2014
Running Time: 01:00:14

Running Time Segment Title Faculty Format
[01:00:14] Advanced and Cutting-Edge Topics in Subchapter K Eric B. Sloan ~ Principal, Deloitte Tax LLP
On-Demand MP3 MP4

Advanced and Cutting-Edge Topics in Subchapter K  was excerpted from PLI's Program "Tax Planning for Domestic & Foreign Partnerships, LLCs, Joint Ventures & Other Strategic Alliances 2014."

Instructor: Eric B. Sloan, Principal, Deloitte Tax LLP, New York, NY

This learning activity will examine a range of issues arising in current transactional planning involving passthroughs including recent Administration and Camp reform proposals, partial step-up transactions and other cutting edge strategies.

Upon the successful completion of Advanced and Cutting-Edge Topics in Subchapter K, the participant will be able to:

  • Indicate the potential impact of the Camp proposals for tax reform on section 734(b) adjustments
  • Discern the main requirement encountered when planning partial step-up transactions
  • Recognize and identify the conditions that trigger partnership termination under section 708(b)(1)(B)
  • Identify potential traps to avoid when using an UP-C structure in an IPO
  • Identify the requirements of the Section 338 consistency rule
  • Select the key purpose of section 267(d) and identify what section 197(f)(9) is intended to prevent

Overview of Topics:

  • Administration and Camp Proposals
    • Current administration proposals
    • Mandatory adjustment rules
    • Limit loss importation
    • The Camp proposals
  • UP-C – Advanced Issues
    • Alternative for blocker restructuring
    • High vote stock
    • PTP Issues
    • Income tax receivables
  • Partial Step-Up Transactions
    • Basic issues
    • The wrongs ways
    • The right ways
    • 336(e) regulations
  • Intentionally Taxable Transactions
    • UP-C structures
  • Contingent Liabilities
    • Asset acquisitions
    • Partnership acquisitions
    • Taxable acquisitions
    • Interest purchases and deemed partnership formations

Supplemental written materials:

  • Advanced and Cutting-Edge Topics in Subchapter K slides
  • New York State Bar Association Tax Section Report on the Impact of Legislative Changes to Subchapter K on the Proposed "May Company" Regulations under Section 337(d) and
  • Technical Recommendations Regarding Affiliate Stock (Reprinted with permission of the New York State Bar Association Tax Section Report 1270)
  • Creative Uses of Partnerships in M&A Tax Planning
  • Glossary

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Speaker(s)
Eric B. Sloan ~ Principal, Deloitte Tax LLP

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