Mobile Edition

Buying and Selling Partnerships (4173115B)

Date:Monday, December 11, 2017
Time:4:00 PM - 6:00 PM
(Registration at 3:30 PM)
Facility:Webcast or Webinar, Online
CPE Credit:2.0 Technical Business
Instructor: John G. McWilliams
Vendor:California CPA Education Foundation
Course Level:Intermediate
Early Bird Price:$60.00 FICPA Members, $90.00 Non-Members


Consider the tax consequences of selling a business conducted as a partnership and the disposition of partial interests in a partnership. To put this discussion in context, relevant partnership law is described. Special topics considered include Section 754 elections, Section 751 and 704(c) complications, as well as comparing results of selling a partnership business to selling a corporate business, with or without a S corp election.

  • Identify the relevant partnership tax law, including the treatment of contributed assets; liquidating and non-liquidating distributions; sale of partnership interests; partnership terminations; and Section 754 elections.
  • Identify tax planning opportunities related to the sale of a partnership business to an unrelated buyer.
  • Determine tax considerations for sales or "redemptions" of a partial interest in the partnership.
  • Recognize tax complications presented when partners have a negative capital account.
  • Identify the special tax considerations when there is an asset contributed by a partner for an interest in the partnership.

Major Topics:
  • Partnership tax law
  • Allocation of partnership items
  • Treatment of 'contributed assets'
  • Adjustments to basis in partnership interests
  • Sale of partnership interests, including Section 751 "hot assets"
  • Partnership terminations
  • Selling a partnership business to an unrelated buyer
  • Selling a partnership after death of a partner
  • Distributions of appreciated assets
  • Complications based on negative capital accounts
  • Loss recognition

Who Should Attend:

CPAs and attorneys who have at least two years of experience advising privately owned businesses.

An understanding of the taxation of corporations, S corps and partnerships.

Advanced Preparation:


If listed below, select the appropriate sessions or options to continue with your purchase.

Registration Status: CLOSED - Online registration for this course is now closed. Please contact the Member Service Center at (800) 342-3197 if you wish to inquire about registering.