Questions tagged [partnership]

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What's the point of this partnership template revenue clause?

In this partnership agreement template it states that The Company will allocate items of income and losses as if the Company were liquidated, its assets sold at their fair market value, and the ...
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-1 votes
2 answers
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Can sole member LLC add 1% partnership to deduct large business expenses? [closed]

A sole member LLC has business expenses that can only be partially deducted from the individual's taxes because they far exceed the company's income. The company changes to a partnership adding an ...
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Could everyone with DAO tokens in the EU be punished under recent Transfer of Funds Regulations on KYC?

On March 31st the ECON and LIBE committees of the EU Parliament has voted to require cryptocurrency service providers to collect personally identifiable information from individuals who transact more ...
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1 answer
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Tax requirements for LLC taxed as partnership all foreign members and non us sourced income

I was wondering which will be the forms required to be filled by a Wyoming LLC taxed as partnership, which it's revenue is not US sourced, so no withholding will apply and also all of it's members are ...
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Can an LLC member "reject" an unvested gift of interest from a living member several years after it is given?

I have an LLC. My son and daughter (both over 18) are the only other members. In December 2019, I transferred to my son a capital interest worth $15,000 as a gift and did the same for my daughter. ...
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2 votes
0 answers
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If a partner abandons his interest, what is the tax treatment for the remaining partners?

Suppose a partnership (such as an LLC with pass-through taxation) has three members. Each owns an equal share of the business, which has a net liquidation value of $300,000. One partner abandons his ...
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1 vote
1 answer
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How do I convert a partnership to a sole proprietorship?

My wife and I have a partnership for a small business (cash flow < $50k/year in either direction), registered in Oregon, USA. She died recently; I am her sole heir. Her will and the partnership ...
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Is a subsidiary partnership (i.e. where a General Partner (GP) owned 96% of the stock) also considered "wholly-owned" (i.e. by the GP)

I get how, according to US partnership constructive ownership attribution rules, a partner that has less than 5% of the partnership stock isn't treated as an owner. However does this also mean that a ...
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1 answer
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Who signs partnership agreements?

Consider a hypothetical partnership agreement between 2 companies in 2 different countries (Australia & Saudi Arabia). On the last page of the agreement it requires signatures from Company 1 and ...
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  • 139
4 votes
1 answer
41 views

What happens to assets intended for incorporation that never forms?

I purchased two domain names with intention to use in a company with a partner. We both signed a Letter of Agreement that these domains were to be used in the not-yet-formed company, and otherwise ...
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  • 141
1 vote
1 answer
130 views

Is the new co-owner of property liable for its debt?

I co-own some rental property. My co-owner, who managed all the financials of the property (taking in rent and paying expenses) recently died. I haven't seen the deed, and his widow can't find it, but ...
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  • 551
2 votes
2 answers
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Easiest way to modify LLC control?

I need to create a two member LLC. Initially the LLC will need to be fully controlled by one person, but in the future control will have to change to be 50/50. What is the easiest / safest way to ...
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4 votes
1 answer
57 views

Limited partners' obligations for tax wrongdoing?

To what extent are Limited Partners at risk for tax malfeasance committed by the Managing Partner? What is a Limited Partner's obligations following discovery of this sort of tax wrong-doing by the ...
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0 votes
0 answers
26 views

What happens if a LLC Member fills out the LLC license with Malicious intent in the state of Mississippi

If There are 2 members of a LLC and a verbal agreement in which one Partner has 65% of the company and the other Partner had 35% of the company but the Partner with 35% of the company set up the LLC ...
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3 votes
3 answers
181 views

Commissioning work: Who owns the rights in this scenario?

My Colleague is currently in debate with someone they previously worked with last year in collaboration, under who owns the rights to the items in the following scenario. The scenario is: A group of ...
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0 answers
42 views

Why would a company with a market cap over $100 million choose to be a non-limited, general partnership?

Why would such a significantly profitable company choose to have unlimited liability? What benefits would still be afforded by the non-limited, general partnership structure? United States especially.
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2 votes
1 answer
78 views

How much are partnerships and LLCs really taxed?

Based on the IRS website, partnerships and LLCs being taxed as partnerships appear to only file (at the federal level) 1065 forms with schedule K-1 forms (for each partner/member). If I'm reading ...
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-1 votes
1 answer
838 views

What legal entity(s) would be best for startup funded by kickstarter or other investment?

Assuming someone is going to start a business that is to design, build and manufacture a small electronic handheld device. They post campaigns on Kickstarter, Indiegogo, and other crowd-funding ...
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1 answer
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How should we document % ownership in our company? [closed]

My friend and I launched a web application. We intend to make it a paid service by the end of the year. He has 1/3 shares and I have 2/3 (per a verbal agreement). We haven't yet established any LCC,...
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  • 121
0 votes
1 answer
733 views

Must a partnership agreement contain 754 provisions in order to make a 754 election?

I am a limited partner in a nearly 40 year old limited partnership agreement governed by the laws of the state of Nevada. The partnership agreement is silent with respect to 754 elections. Can this ...
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1 vote
1 answer
83 views

Can this contract be valid without any signed agreements and who owns the product?

I'm trying to figure out this scenario - Company X (US based company) agreed to do a Joint Venture with an individual (let's call him B, he's non US citizen) to create a software product. X were to ...
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  • 113
-1 votes
1 answer
192 views

Promissory Note Versus Loan Agreement for Real Estate Investment

I have a friend that has been flipping houses for years and I have an opportunity to invest in one of her upcoming deals and would like to do so. However, I am not sure what the proper way for me to ...
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0 votes
1 answer
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Who is liable when the membership of a partnership changes?

Suppose there is a partnership with five members. On Monday, someone commits a tort on behalf of the partnership (e.g. assaults a customer). On Tuesday, one of the partners leaves the partnership and ...
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