Liquidating debt

The loss recognized is the excess of the member's adjusted basis in the LLC over the sum of the cash distributed and the member's basis in the unrealized receivables and inventory received (Sec. Z's adjusted basis in the real property is ,000.The LLC has no unrealized receivables or appreciated inventory, so Sec. The LLC acquired the real property by R recognizes no gain or loss on the liquidation.However, basis should not be allocated in excess of(f)(2)). 704(c)(1)(C) basis adjustment is not reallocated to the distributed property, and the remainder is treated as a positive Sec. If the distribution also gives rise to a negative Sec. 754 election in effect at the time of the liquidating distribution, it is treated as having made a Sec.

Because the losses have not reduced the member's basis in his or her LLC interest, the suspended losses effectively constitute additional basis to the member when (1) determining gain or loss, if any, on the liquidating distribution, or (2) determining the basis of distributed Planning the Type of Property to Distribute A member wishing to prevent gain recognition on a distribution should make sure the LLC does not distribute cash and marketable securities in excess of his or her basis in the LLC.Because the distribution is proportionate, the hot asset rules of Sec. V has a ,000 capital loss on the liquidating distribution, computed as shown in the exhibit Under the general distribution rules, V can allocate only ,000 of basis to the distributed inventory—its adjusted basis to the LLC (Sec. This leaves V with ,000 of remaining basis in her interest but with no other distributed assets to absorb the additional basis.Consequently, she is allowed a ,000 capital loss on the liquidation of L (Sec. Note: Gain or loss recognized on a liquidation may also affect the calculation of the member's net gain for purposes of the 3.8% net investment income tax.Under the terms of the agreement, a substantial portion of the purchase price of the house was provided by a loan from a related party that was immediately repaid by the retiring The IRS attacked the purported distribution based on the fact that (1) the distribution was not a distribution of partnership property since the house was acquired and held for the account of the retiring partner, (2) the distribution should be recast in accordance with the doctrine the acquisition of the house by the partnership and its distribution to the retiring partner should be disregarded, and (4) the acquisition of the house by the partnership and its distribution to the retiring partner lacked economic substance and were unnecessary steps taken solely to achieve tax A member can recognize a loss on the liquidation of his or her LLC interest if the distribution consists solely of money, unrealized receivables, and inventory and the LLC's basis in those assets is less than the member's basis in the liquidated LLC interest.In such situations, the loss recognized by the member is generally a capital loss. 1231 property, a liquidating distribution of all or a portion of that property may convert the retiring member's capital loss to an ordinary Example 3.

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