Mergers, Acquisitions and Restructuring of Closely Held Businesses, Part Three

The presentation will cover selected tax and non-tax consequences and issues related to various transactions involving buying, selling and restructuring limited liability companies (LLCs) and partnerships taxed as partnerships for Federal and California income tax purposes. Those transactions include (i) a contribution of assets to a partnership, (ii) a sale of assets of a partnership, (iii) the sale of partnership interests to a third party and another partner, (iv) the liquidation of a partnership with in-kind distributions, (v) the conversion of a general partnership to an LLC, (vi) the conversion of a partnership to a corporation, (vii) a merger of a partnership with another partnership, and (viii) a division of one partnership into two partnerships. The discussion is intended to focus more on big picture issues rather than detailed partnership tax rules.