Archive for Partnership Training

Chevron Dethroned: Supreme Court Reverses Course On Deference

Chevron Dethroned: Supreme Court Reverses Course On Deference

On June 28, 2024, the US Supreme Court overturned its 40-year-old precedent concerning deference (often referred to as “Chevron deference”) given to a federal agency’s interpretation of a statute in Loper Bright Enterprises, et. al., v. Gina Raimondo, No. 22-451 (S. Ct. 2024). Since the issuance of the Loper Bright opinion, tax professionals have been speculating as to the impact of the opinion. For example, see our email blast on July 2, 2024.

Exhibit 2 from the 2022 Tax Forum was a simplified version of the facts in the case of Tribune Media Co., et al. v. Commissioner, TC Memo 2021-122 (Oct. 26, 2021), which involved the sale of the Chicago Cubs to the Ricketts family. Unlike the senior debt, the junior debt was determined by the court to be equity and, therefore, treated as additional sale consideration rather than a debt-financed distribution under Reg. §1.707-5(b) (that is not tainted by the disguised sale rules). One of the issues in Tribune Media, now pending in the Seventh Circuit Court of Appeals, is the “general” partnership anti-abuse rule of Reg. §1.701-2, which is the topic of today’s email.

On July 3, 2024, counsel for Tribune Media submitted a letter to the Seventh Circuit Court of Appeals about the impact of Loper Bright on the validity of the partnership anti-abuse rule of Reg. §1.701-2. In the letter, counsel claimed that the regulation is an “extraordinarily broad assertion of agency authority,” and that “the agency [i.e., Treasury] even contends that it can invalidate a transaction that follows ‘the literal words’ of a statute that Congress enacted.” Counsel reiterated that “Loper Bright confirms that this Court should scrutinize [Treasury’s] assertion of authority carefully to ensure that the agency stayed within permissible statutory bounds.”
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Written by | Posted in Partnership Tax Seminars • Partnership Training • TaxConnections

Spotlight Interview: Chuck Levun and Michael Cohen On Educating CPAs, Attorneys and Other Tax Planning Professionals, Part 1

Spotlight Interview: Chuck Levun and Michael Cohen on Educating CPAs, Attorneys and Other Tax Planning Professionals

Spotlight Interview Part 1:

Chuck Levun and Michael Cohen on Educating CPAs, Attorneys and Other Tax Planning Professionals – As Well as Their Seasoned Advice for Tax Professionals New and Old

For more than thirty-seven years, Charles R. Levun and Michael J. Cohen (the founders of Tax Forum) have been creating and presenting the preeminent seminars on flow-through taxation. The two flagship Tax Forum programs are Fundamentals of Flow-Through® and Tax Planning Forum®.  In addition, Tax Forum is expanding its programs to include self-study (on-demand) training, as well as working on an additional course, which they will share with us soon.

Please read Part 1 of this special interview for Chuck’s and Michael’s descriptions of these programs and education in the flow-through taxation arena. Part 2 will focus on significant tax planning challenges that partnerships face … and the biggest mistakes Chuck and Michael have seen, that they will help you avoid.

Speaking of avoiding potential big mistakes, take a moment to register for Tax Forum’s complimentary webinar:

Avoiding Costly Mistakes: Four Essential Tax Concepts for the Non-Tax Business Attorney or CPA taking place on Thursday, May 16th at Noon CDT

You will appreciate what you will learn by spending time with these leading tax experts/educators.

Kat Jennings’ Question:

First of all, tell us about your favorite career accomplishments?

Chuck Levun’s Answer:

I’ve had many. However, perhaps my favorite is to have developed the Tax Planning Forum and the Fundamentals of Flow-Through tax programs with my partner, Michael Cohen. We’re in our 38th year of presenting these partnership, LLC and S corporation flow-through programs for tax professionals, and I feel that we have assisted several decades of tax professionals to be better educated and better able to assist their clients in closely held business matters.

Michael and I have also been very fortunate to have served as the editors-in-chief of the Journal of Passthrough Entities during its entire 20-year publication, and to have written 400 monthly Partner’s Perspective columns for the Wolters Kluwer (CCH) Partnership Tax Planning and Practice Guide. These vehicles enabled us to learn and assist others to learn at the same time.

But maybe, the most rewarding aspect of all this is the opportunity we have had to not only educate other professionals but also to assist them in growing their practices and retaining clients who are in need of creative business structuring. I also have been involved in mentoring other professionals, both officially and unofficially. More recently, I have been involved with both the Chicago Bar Association and the ABA Tax Section in their mentoring and diversity programs. These mentoring relationships have turned into friendships, and it’s been amazing watching young professionals blossom and grow.

Kat Jennings’ Question:

What is Tax Forum and what is its origin?

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Written by | Posted in Partnership Training • TaxConnections

Register For Virtual And/Or In Person Program On Partnership, LLC & S Corporation At Tax Planning Forum

Register For Virtual And/Or In Person Program On Partnership, LLC & S Corporation At Tax Planning Forum

This premier seminar, the “Annual Partnership, LLC & S Corporation Tax Planning Forum,” or simply the “Forum,” is an intensive flow-through entity tax planning seminar, which incorporates recent developments from Congress, Treasury, the IRS, case law and the many issues raised throughout the year by our attendees into the hottest flow-through planning techniques. Presented entirely new for the 37th year, the Forum provides attendees with cutting-edge strategies to take advantage of tax planning and business planning opportunities. As the Forum deals with advanced techniques, it is best suited for tax professionals who have a good working knowledge of flow-through taxation.
Read a summary of anticipated topics to be covered at the 2023 Tax Planning Forum.

This program is presented in a transactional format, so the faculty members will utilize practical examples to illustrate the issues to be discussed. An analysis of recent legislation and the latest cases, regulations and rulings will be integrated into each session. Program content and timing are based upon the current status of the law and may be modified if warranted by new developments. (Some of the program may not be covered orally.)

Structuring Techniques for 2023 and Beyond – An In-Depth Look at Closely Held Business Planning

-Analyzing any new tax legislation and its impact on flow-through planning
-Soroban and other §1402(a)(13) SE tax developments
-When is a QIO triggered and the impact of Clark Raymond
-The “no step-up” holding in Rev. Rul. 2023-2 and planning alternatives when low-basis property is held by an irrevocable grantor trust
-Structuring to maximize the benefit of SALT workaround payments
-CCA 202309015 and the controversy as to when the sale of a partnership interest may not generate capital gain
-Sorenson and where we stand with Wandry valuation clauses
-ES NPA Holding and the unsuccessful IRS challenge to nontaxability of a profits interest issued in a tiered structure: What was the IRS thinking?
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Written by | Posted in Partnership Training

Register For Virtual And/Or In Person Program On Partnership, LLC & S Corporation At Tax Planning Forum

Register For Virtual And/Or In Person Program On Partnership, LLC & S Corporation At Tax Planning Forum

This premier seminar, the “Annual Partnership, LLC & S Corporation Tax Planning Forum,” or simply the “Forum,” is an intensive flow-through entity tax planning seminar, which incorporates recent developments from Congress, Treasury, the IRS, case law and the many issues raised throughout the year by our attendees into the hottest flow-through planning techniques. Presented entirely new for the 37th year, the Forum provides attendees with cutting-edge strategies to take advantage of tax planning and business planning opportunities. As the Forum deals with advanced techniques, it is best suited for tax professionals who have a good working knowledge of flow-through taxation.
Read a summary of anticipated topics to be covered at the 2023 Tax Planning Forum.

This program is presented in a transactional format, so the faculty members will utilize practical examples to illustrate the issues to be discussed. An analysis of recent legislation and the latest cases, regulations and rulings will be integrated into each session. Program content and timing are based upon the current status of the law and may be modified if warranted by new developments. (Some of the program may not be covered orally.)

Structuring Techniques for 2023 and Beyond – An In-Depth Look at Closely Held Business Planning

-Analyzing any new tax legislation and its impact on flow-through planning
-Soroban and other §1402(a)(13) SE tax developments
-When is a QIO triggered and the impact of Clark Raymond
-The “no step-up” holding in Rev. Rul. 2023-2 and planning alternatives when low-basis property is held by an irrevocable grantor trust
-Structuring to maximize the benefit of SALT workaround payments
-CCA 202309015 and the controversy as to when the sale of a partnership interest may not generate capital gain
-Sorenson and where we stand with Wandry valuation clauses
-ES NPA Holding and the unsuccessful IRS challenge to nontaxability of a profits interest issued in a tiered structure: What was the IRS thinking?
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Written by | Posted in Partnership Training

The Seventh Circuit Issued Its Long-Awaited Decision In Hoops, LP v. Commissioner: Held That A Partnership Could Not Deduct Deferred Compensation

The Seventh Circuit Issued Its Long-Awaited Decision In Hoops, LP v. Commissioner

The Seventh Circuit issued its long-awaited decision in Hoops, LP v. Commissioner, Docket No. 22-2012 (7th Cir. Aug. 10, 2023), in which it held that a partnership could not deduct deferred compensation due under a non-qualified deferred compensation plan to two NBA players when the deferred compensation liability was assumed by the purchaser of the Memphis Grizzlies NBA basketball team. This result means that the seller’s amount realized on the sale includes the amount of the liability assumption, yet the seller is not entitled to a deduction for the deferred compensation at the time of the sale. At this Fall’s Forum programs, we will be discussing this important case and how to structure a sale of a business where the buyer is assuming a non-qualified deferred compensation liability to avoid this whipsaw.

Registration Is In Full Swing For Our 2023 Tax Forum programs.

Capacity is limited for our in-person programs in Las Vegas and Orlando. Register Now before registrations and rooms fill up.

For those of your who prefer the comfort of your own home/office, please join us for any of the 14 virtual Forum and Fundamentals programs… the first of which kicks-off in two months on October 17th.

We look forward to seeing you… either in person or remotely… very soon!

In the meantime, we are always happy to address your questions related to any passthrough or closely held business matter that comes up in your practice. Please do not hesitate to call us at 800-286-4760 or email either of us.

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Written by | Posted in Partnership Training • Pass-Through CPE