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Articles 1 - 6 of 6
Full-Text Articles in Law
Three Cheers For Passthrough Taxation, Bradley T. Borden
Three Cheers For Passthrough Taxation, Bradley T. Borden
Bradley T. Borden
This report addresses recent suggestions by the Obama administration, lawmakers, and others that some passthrough entities should be taxed as corporations. It argues that passthrough taxation is the correct regime, from a technical standpoint, for many business arrangements. Applying an entity tax to those structures would be inappropriate. The report argues that an entity tax would violate notions of equity by treating members of passthrough entities differently from individuals. Next it demonstrates that a tax on passthrough entities would shift a greater share of the tax burden to middle-income individuals. Finally, the report encourages the administration and lawmakers to increase …
The Effect Of Like-Kind Property On The Section 704(C) Anti-Mixing Bowl Rules, Bradley T. Borden, Douglas L. Longhofer
The Effect Of Like-Kind Property On The Section 704(C) Anti-Mixing Bowl Rules, Bradley T. Borden, Douglas L. Longhofer
Bradley T. Borden
Section 704(c)(2) provides an exception to the section 704(c)(1)(B) anti-mixing bowl rules. Commentators have observed that the section 704(c)(2) regulations appear to reach a result that is different from the one intended by the language of the statute. This article take a close look at the language of section 704(c)(2) and suggests that it is subject to multiple interpretations. Of those multiple interpretations, one that requires the partners to recast their original transaction to account for the basis of distributed like-kind property is the most reasonable. The results obtained using that interpretation are identical to the results in the section …
Do Serial Exchangers Get Cash, With Extra Boot, Under New Letter Ruling?, Bradley T. Borden, Kelly E. Alton, Alan S. Lederman
Do Serial Exchangers Get Cash, With Extra Boot, Under New Letter Ruling?, Bradley T. Borden, Kelly E. Alton, Alan S. Lederman
Bradley T. Borden
Related-party exchanges raise the issue of improper extension of the Section 1031(a)(3) 45-day identification and 180-day exchange periods. Related-party exchanges also call into question the amount of boot a related party may receive without triggering an abusive cash-out. A recent letter ruling involving two sequential related-party Section 1031 exchanges makes these issues doubly evident.
Series Llcs In Real Estate Transactions, Bradley T. Borden, Mathews Vattamala
Series Llcs In Real Estate Transactions, Bradley T. Borden, Mathews Vattamala
Bradley T. Borden
Series limited liability companies are a fairly new form of business entity. Some observers worry that series limited liability companies are untested and business and property owners should wait to use them. Meanwhile, tax and business law practitioners are moving forward, recommending that their clients take advantage of the opportunities series limited liability companies present. This article reviews the growing popularity of series limited liability companies and the statutory framework of the Delaware series limited liability company statute. It suggests that any hesitancy to use series limited liability companies is unfounded and that they will continue to grow in popularity. …
The Liability-Offset Theory Of Peracchi, Bradley T. Borden, Douglas L. Longhofer
The Liability-Offset Theory Of Peracchi, Bradley T. Borden, Douglas L. Longhofer
Bradley T. Borden
Peracchi v. Commissioner is a lightning rod for commentators and the bane of students of corporate income tax. In short, the decision makes no sense because it grants the maker of a note a section 1012 basis in the note, violating a fundamental principle of income taxation. Nonetheless, the decision helped preserve a fundamental aspect of corporate taxation—the tax-free formation of and contributions to controlled corporations. Because of its unorthodox application of the section1012 basis rules, the Peracchi decision is the subject of severe criticism. Unfortunately, commentators who criticize Peracchi generally fail to offer an alternative that recognizes general income …
The Allure And Illusion Of Partners' Interests In A Partnership, Bradley T. Borden
The Allure And Illusion Of Partners' Interests In A Partnership, Bradley T. Borden
Bradley T. Borden
Favorable tax treatment and management flexibility make tax partnerships very popular. For starters, tax partnerships, unlike tax corporations, are not subject to entity-level taxes. Partnership taxable income flows through to the partners, and the partners report their shares of partnership taxable income on their individual tax returns. Partnership tax allocation rules determine the partners’ shares of partnership taxable income. Those rules rely upon the alluring concept of partners’ interests in a partnership. It seems intuitive that partners would know their interests in a partnership and be able to allocate partnership taxable income accordingly. This Article illustrates, however, that the concept …