Vermont Society of Certified Public Accountants
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Advanced Critical Tax Issues for Limited Liability Companies and Partnerships

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Member Price: $315.00 Price reflects early registration savings of $50.00, good until 12/17/17
Non-Member Price: $390.00 Price reflects early registration savings of $50.00, good until 12/17/17

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Dec 18, 2017, 8:30am–4:30pm
Capitol Plaza Hotel
100 State St.
Montpelier, VT 05602
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Surgent McCoy CPE, LLC
CPE Credits:
Field of Study:
Taxes, Taxation
Robert Gilwee
Robert M. Gilwee, Jr. is a partner in the accounting firm Grandizio, Wilkins, Little, & Matthews, LLP in Towson, Maryland. He has more than 30 years of practice experience in taxation. His background includes assistance in resolving tax-structuring issues using LLCs, S corporations, and other entities. He is a frequent discussion leader on a variety of taxation topics. He received the Top Manuscript Award from Coopers & Lybrand and he is a member of the adjunct faculties of several colleges in his area. In 2015 and 2016, he received the Surgent Outstanding Discussion Leader Award because of his consistently high evaluations for knowledge and presentation skills.
The purpose of this course is to provide an in-depth discussion of selected advanced-level issues affecting LLCs and LLPs.


• Identify the tax and non-tax advantages and disadvantages of LLCs and partnerships
• Describe how inside and outside basis is affected by liabilities, recourse and nonrecourse
• Discuss the impact of cash and property distributions
• Explain the tax consequences of a sale of an interest and distinguish such consequences from the tax consequences when a partnership or LLC is acquired or merges into another LLC or partnership
• Discuss a case study to improve advocacy skills before the IRS


• Single-member limited liability companies as an alternative to subsidiaries
• Cancellation of indebtedness: rules and regulations
• How the IRS views members or partners for Social Security purposes
• Special problems when forming an LLC
• Debt issues and problems in structuring LLCs and LLPs, including loan guarantee issues, recourse and nonrecourse debt, and the atrisk basis rules
• Distributions: is it just a disguised sale?
• Death or retirement of a member or partner -- Understanding the alternatives
• Step-up in basis issues -- How to make the computations and elections
• Property transactions between the LLC/LLP and its members or partners -- Inbound and outbound transactions: what to do with built-in gain or loss property
• Partnership losses: when are they deductible?
• Material participation rules for LLC members and limited partners: how they affect passive loss issues
• Continuation and termination of an LLC/partnership in the context of a merger or acquisition
• Sales of an LLC interest -- holding period, and hot asset issues
• Impact of the new tax on investment income on the sale of an interest in a partnership or LLC


A basic course in LLCs/partnerships or equivalent knowledge and experience
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