John Cunningham

BBA PARTNERSHIP AUDIT DEVELOPMENTS

On November 15, Treasury officials made the following important public statements relevant to the BBA partnership audit rules: They said that the development and publication of Treasury regs about the partnership audit rules are the Treasury’s top regulatory priority. They strongly implied that the pending BBA proposed regs will be issued as final regs on […]

LLC LIQUIDATIONS

From time to time, LLC lawyers are asked by their clients to handle LLC liquidations.  If the LLCs in question are multi-member LLCs taxable as partnerships, there can be major federal income tax traps in these liquidations.  One such trap is described succinctly but with great clarity in the post by Lou Vlahos of the […]

REMINDER! SEMINAR FOR NH ACCOUNTANTS ON LLC AUDITS

On January 1, 2018, radical and draconian new IRS partnership audit rules will become effective for multi-member LLCs and other entities taxable as partnerships. Any failure to advise clients about the new rules could have disastrous consequences. From 10 AM to noon on Thursday, November 9, 2017, John Cunningham, attorney of counsel to McLane Middleton, […]

SEMINAR FOR NH ACCOUNTANTS ON LLC AUDITS

On January 1, 2018, radical and draconian new IRS partnership audit rules will become effective for multi-member LLCs and other entities taxable as partnerships. Any failure to advise clients about the new rules could have disastrous consequences. From 10 AM to noon on Thursday, November 9, 2017, John Cunningham, attorney of counsel to McLane Middleton, […]

LLCS AS S CORPORATIONS

Under the link to the post below is a brief but useful discussion of why multi-member LLCs might want to elect to be S corporations for federal tax purposes.  However, the post fails to mention Prop. Reg. § 1.1402(a)-2 or to address the key practical importance of that propose reg. (which sets forth the IRS’s audit […]

NEW HAMPSHIRE TAXES

Those of you who follow New Hampshire taxes will want to read New Hampshire Department of Revenue Administration Technical Information Release TIR 2017-004, which summarizes New Hampshire state tax changes enacted in the 2017 New Hampshire legislative session.  Here’s the link: https://www.revenue.nh.gov/tirs/documents/2017-004.pdf

WHEN IS A PARTNER ACTING LIKE A PARTNER?

Most multi-member LLCs are taxable as partnerships, and all members of these LLCs are taxable as partners in their capacity as partners.  A basic partnership tax issue is the issue of when partners are not acting in their capacity and thus may not be taxable as partners; and when they are not.  This very common […]

SINGLE-MEMBER LLCS

Roughly 70% of all LLCs are single-member LLCs whose members are individuals.  Thus, single-member LLCs are central to any LLC practice.  You literally can’t know too much about them.  Below are a citation to and the introductory paragraphs of an important law journal article about single-member LLCs: 36 Va. Tax Rev. 323 Virginia Tax Review […]

NH TAXES

For those interested in New Hampshire taxation: 2017 Business Tax Law Changes TECHNICAL INFORMATION RELEASE Date July 21, 2017 A Technical Information Release is designed to provide immediate information regarding tax laws administered by the Department or the policy positions of the Department as a service to taxpayers and practitioners. A Technical Information Release represents […]

NEW HAMPSHIRE TAXES

For those of you who are interested in New Hampshire state tax:  The new ruling of the New Hampshire Department of Revenue Administration set forth below rules that a merger of three multi-member LLCs with identical memberships is subject to the NH Real Estate Transfer Tax.  To me, the ruling seems harsh and legalistic.  Furthermore, […]