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31 Cards in this Set

  • Front
  • Back
What is the concept for corportations?
the entity concept
What is the concept for partnerships?
the aggregate concept
Which partnership does this describe?

each partner has the ability to make commitments for the partnership and has unlimited liability for partnership debts
General partnerships
Which partnership is where you must have atleast one general partner?
Limited partnership
In a limited partnership, the general partner can be an individual or a?
corporation
In a limited partnership, the general partner must not be...
devoid of any assets (straw man)
In a limited partnership, limited partners have no right to be active in ...
partnership management.
In a limited partnership, limited partners are not personally liable for ...
partnership liablitlies
In a limited partnership, state law says that what cannot be allowed to operate as a limited partnership?
Personal Service businesses (law, accounting, medicine, etc)
Limited Liability companies and limited liability partnerships (llc's and llp's) are what type of entities?
Unincorporated
Any unincorporated entity can "check the box" meaning they can...
Choose how they wished to be taxed, as a C-corp or a partnership. Most choose to be taxed as partnership. Very few choose C corp and make S election, if they want to be s corp, they should incorporate then make s election.
Which section of the code covers the formation of a partnership?
Section 721.
Generally, the formation of a partnership is what kind of transaction?
Tax deffered.
In the formation of a partnership, gain will be recognized if the formation constitutes as what?
An investment company (which would be taxed as an investment company if incorporated)
Under 721, the partner contributes what in exchange for what?
The partner exchanges assets in exchange for a partnership interest.
Under 721, the partner exchanges assets for partnership interest, then the partnership has a carryover basis in the assets also known as an...
inside basis
Under 721, the partner contributes assets in exchange for partnership interest, and the partner has a c/o basis in their partnership interest also known as an...
outside basis
In the formation of a partnership, when an individual partner takes on some debt of the partnership, then that partners basis is ...
increased
In the formation of a partnership, when an individual partners debt is taken on by the partnership, then that individual partners basis is...
decreased
In the formation of a partnership, a gain will be recognized upon formation if the trasaction constitutes a ...
sale.
The partnerships basis in an asset equals...
the partners basis before adding in stuff
Unrealized receivables always remains...
ordinary income/loss item
If asset is inventory in hands of partner then...
it takes five years for it to be a capital asset inthe hands of the partnership whether its a gain or a loss asset
If the asset is capital gain asset in the hands of the partner, it takes...
zero time for it to become inventory in the hands of the partnership if its a gain asset. (capital gain to ord income takes zero time)
If the asset is a capital loss asset in the hands of the partner, then it takes...
five years for the asset to become inventory in hands of partnership (capital loss to ord loss takes 5 years)
If a capital loss asset continues to decline in value then
the amount declined can be ordinary loss in the hands of the partnership
Contribution of svc's for ptnship interest results in ...
ordinary income.
The contributions of services for a partnership interest could possibly be a what type of interest?
Profits only interest
What is a profits only interest?
it is an interest that is not currently taxable if the sole asset received is the right to a % of FUTURE profits (not a share of inventory, equipment, buildings, etc)
What happens with organization/syndicate fees?
Deduct the first $5000 and amortize the rest. (reduced deduction if expenses exceed $50,000.
What are the three things that determine whether a loss will be deductible?
Basis in partnership interest.
At-risk basis in partnership interest, and passive activity loss limits