Working With LLCs and FLPs.
The National Underwriter Company,
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Table of Contents:
- Intro; Dedication; Preface and Acknowledgements; About the Author; Chapter 1: INTRODUCTION; A Brief History; Applicable Law; Fundamental Characteristics; Family Limited Partnership (FLP); Terms; Chapter 2: FEDERAL INCOME TAXATION: CLASSIFICATION ISSUES; Introduction; Historical Background; â#x80;#x9C;Check-the-Boxâ#x80;#x9D; Regulations; The Impact of the New Regulations; An Exciting Concept: Single Member LLCs Under the New Regulations; Chapter 3: FEDERAL TAX ISSUES: OPERATING THE LLC OR FLP; Overview; Formation; Pass Through of Income and Expenses; Allocations; Current Distributions.
- Liquidation DistributionsSome Special Tax Concerns; Passive Activity Loss Rules; At Risk Rules; Transfers of Property in Satisfaction of Debt; Self Employment Income; Partnership Audit Issues; Chapter 4: COMPARISON OF LLCs AND OTHER BUSINESS FORMS; Introduction; LLCs Versus Corporations; Formation; Capital Structure; Organizational Structure; Ownership Structure; Limited Liability; Entity Characterization; Taxation; Distributions; Withdrawals; Termination; LLCs Versus S Corporations; S Corporation as a Corporation; Formation; Capital Structure; Taxation; Basis and Deductibility of Losses.
- Employment TaxesMiscellaneous; LLCs Versus General Partnerships; Formation; Finance; Withdrawals; Dissolution; Miscellaneous; LLCs Versus Limited Partnerships (Including FLPs); Overview; Management; Chapter 5: THE STATUTORY FRAMEWORK; Overview; General Provisions; Nature of Business; Powers; Name; Formation; Who May Form an LLC?; Articles of Organization; The Operating Agreement; Management; Authority to Bind; Duties of Members and Managers; Indemnification; Financial Matters; Contributions; Allocation of Profits and Losses; Distributions; Dissolution; Winding-Up or Continuing the Business.
- Specific State StatutesChapter 6: BUY SELL AGREEMENTS; Overview; IRC Section 736 â#x80;#x93; The Gatekeeper; IRC Section 736(b); IRC Section 736(a) Payments; Ascertaining Whether a Payment is an IRC Section 736(a) or IRC Section 736(b) Payment; The IRC Section 754 Election; Cross Purchase Arrangements; Life Insurance; Drafting the Buy Sell Agreement; Chapter 7: EMPLOYEE BENEFIT PLANNING; Qualified Plans; Nonqualified Deferred Compensation Benefits; Medical and Health Insurance; Group Term Life Insurance; Split Dollar Plans; Business Owned Life Insurance; Fringe Benefits.
- Chapter 8: SECURITIES, BANKRUPTCY AND OTHER FEDERAL LAW ISSUESSecurities Law; Bankruptcy Law; Foreign LLCs and Interstate Commerce; Chapter 9: MERGERS AND CONVERSIONS; Overview; Terminology and State Statutes; Merger of Corporations and LLCs; Conversions of Partnerships; Professional LLCs; Chapter 10: ESTATE PLANNING; Valuation; Chapter 14; Liquidation Rights; Minority Discounts; Income Tax Considerations; The Family Limited Liability Company; Asset Protection; Medicare and Medicaid Planning; LLC Versus a Trust; The Life Insurance LLC; The Family LLC Versus the Family Limited Partnership.