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  #1  
Old 08-19-2002, 03:25 PM
matney
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Question

what are the tax consequences?


What is the name of your state? South Carolina
I own 51% of a company (LLC) in South Carolina, but I live
in North Carolina and pay taxes in N.C.; the managing
partner owns 49%. The LLC has lost money
the first 4 years of operation and consequently, tax write-offs have occurred for each owner (49 / 51 split) for those 4 years.
I am interested in leaving the company and want to sign over
my 51% to the managing partner. What are the tax consequences for me? Are there recapture taxes that I will incur? Please help!
  #2  
Old 08-19-2002, 07:30 PM
loku
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You could not have written off losses in excess of your investment in the company; therefore, you still have a basis in your share, which is equal to your total investment less any losses you have deducted. Therefore, in general, you would have a gain or loss equal to the difference between your basis and the buy-out price. You may also have extra income on the sale if you have unrealized receivables or inventory items.
  #3  
Old 08-21-2002, 07:22 PM
matney
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Need further explanation


I do not want to sell my shares; I simply want to give
them up without compensation. Are there recapture taxes
that I will pay?
  #4  
Old 08-22-2002, 02:48 PM
loku
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If you are not compensated for the shares, there will be no tax. You may have a loss, but no gain or recapture.
  #5  
Old 08-22-2002, 06:17 PM
matney
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More help please


I hope that I am communicating everything I need to tell you;
however, I am trying to be brief. Thanks so much for your
help so far.
That said .... just to clarify a few points. All losses for each year
were reported and taken per the appropriate K-1 statements
for each owner.
I wish to totally divest myself from this LLC without compensation.
I merely wish to transfer my 51% to the managing partner
without receiving any monetary value for that percentage.
I simply want out. Will I be assessed any recapture taxes
for losses previously taken?
Thanks for helping me. I just wanted to be assured that we
were communicating.
  #6  
Old 08-23-2002, 07:09 PM
loku
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I think I got the situation straight. Only if you have deducted more than your investment would there be a gain, but it would have been improper to deduct more than the investment.
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