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VALUATION DATES OF BUY-OUTS

Peter Mahler’s blog post under the link below deals with valuation dates in court-ordered buy-outs, but many of the principles in the post apply to buy-out provisions in LLC operating agreements.

Here’s the link:  http://www.nybusinessdivorce.com/2015/06/articles/llcs/court-ordered-llc-buy-outs-whats-the-valuation-date/

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TRUST DECANTING

Here is a very interesting article about the federal income taxation of trust decanting.

http://papers.ssrn.com/sol3/Papers.cfm?abstract_id=2604267

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REMINDER! FREE THREE-CLE HOUR SEMINAR FOR NEW HAMPSHIRE ACCOUNTANTS ON PROTECTING LLC MEMBERS FROM THE SELF-EMPLOYMENT TAX AND FROM THE I&D TAX

On Tuesday, July 7, 2015, from 9 AM to noon at the Manchester Chamber of Commerce, John Cunningham will present a free, three-CLE-credit seminar for New Hampshire accountants on how to protect LLC members from the Self-Employment Tax and from the I&D Tax. Seating is limited. For further information and to enroll, please email Amanda Nelson at anelson_law@yahoo.com.

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SAME SEX MARRIAGES

Under the link below is a brief but useful New York Times article about the tax and estate planning implications if the US Supreme Court blesses same-sex marriages.

http://taxprof.typepad.com/taxprof_blog/2015/06/ny-times-tax-and-estate-planning-implications-of-a-supreme-court-decision-legalizing-same-sex-marria.html

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IMPORTANT NEW HAMPSHIRE STATE TAX DEVELOPMENT

This message is for LLC lawyers and accountants and other readers who, at least from time to time, deal with New Hampshire tax issues.  The following notice, from today’s issue of State Tax Notes, a publication of Tax Analysts, may be of interest to you:

New Hampshire Clarifies Definition, Exemptions From Real Estate Transfer Tax

New Hampshire HB 180, signed into law as Chapter 133, clarifies that the definition of “price consideration” under the real estate transfer tax exclusively applies to contractual transfers and exempts transfers by devise or other testamentary disposition from the real estate transfer tax.

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HISTORY OF THE ESTATE TAX

I subscribe to Tax Notes.  It’s the best daily federal and state tax news service I know of.  I’m not an estate planner, but Tax Notes recently published the excellent article under the link below on the subject of FDR and the estate tax.  I found the article fascinating.  Perhaps it will also interest you.

Here’s the link:

http://www.taxnotes.com/tax-notes-today/tax-history/tax-history-roosevelts-and-their-war-swollen-fortunes/2015/06/15/14668501

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S CORPORATION TRAPS

The excellent blog post under the link below addresses, among other things, Subchapter S traps that may affect corporations that may or may not have made S elections but that held real estate that appreciated and that they sold.  These issues can also effect real estate LLCs that have made S elections.

Here’s the link:

http://www.taxlawforchb.com/2015/06/dont-be-passive-about-losing-the-s-election/?utm_source=Tax+Law+for+the+Closely-Held+Business&utm_medium=email&utm_campaign=d99deb8071-RSS_EMAIL_CAMPAIGN&utm_term=0_4d5d267118-d99deb8071-73367009

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LLCS AS TAX EXEMPT IRC SECTION 501(C)(3) ORGANIZATIONS

For those of you who form non-profit organizations for your clients and handle non-profit issues for them:  I’ve stumbled across an interesting 2012 summary of a law journal article about  whether LLCs can be tax-exempt IRC Section 501(3)(C) organizations.  The summary contains a link to the law journal article.  The summary and the article appear to me to apply both to public and to private foundations.

Here’s the link:  http://taxprof.typepad.com/taxprof_blog/2012/10/walker-can.html

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EQUITY COMPENSATION FOR MEMBERS OF LLCS TAXABLE AS PARTNERSHIPS

Equity compensation, such as the granting of economic interests resembling corporate stock options, can be a powerful tool for multi-member LLCs taxable as partnerships in attracting and incentivizing management.  However, these grants can also raise serious federal income tax issues.  The following new article provides an excellent overview of these issues:  Bahar A. Schippel, Should My CEO Be My Partner? A Practical Approach to Dealing with LLC and Partnership Equity Compensation, Creative Tax Planning for Real Estate Transactions, ALI-CLE Course Materials, SW008 ALI-CLE 1121, Apr. 23-24, 2015.

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“QUALIFIED” VS. “NON-QUALIFIED” STOCK OPTIONS

LLCs that elect under the Check-the-Box Regulations to be associations taxable as corporations can offer tax-favored stock options to their employees, including member-employees.  These stock options can be powerful tools to attract and reward talent and investment.  The following link is to a post that will provide you a brief but excellent comparison between qualified and non-qualified stock options:

http://www.diffen.com/difference/Qualified_vs_Non-qualified_Stock_Options

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