solicited consents from the limited partners
to call a special meeting of the limited partners
to consider and vote on a series of resolutions sponsored by Ronin.
LLCs are an attractive alternative to partnerships and corporations, because they provide limited personal liability to members with a single level of tax; in contrast, general partners have personal liability for partnership debts, while limited partners
cannot participate in partnership management without jeopardizing their limited liability.
1402(a)2(g) to specifically exclude an individual's distributive share of income or loss as a limited partner
described in Regs.
Dick may recognize gain on the transaction if his share of recourse liabilities of the partnership will be reduced to zero when he becomes a limited partner
The section 469 temporary regulations appear to suggest all LLC members are in fact limited partners
because of their limited liability under state law.
The limited partners
then voted to dissolve Vandom.
In addition, as the preferential limited partners
, they receive a fixed cashflow that will not be subject to self-employment taxes.
and each of the 18,300,000 outstanding limited partner
interests and units of the partnership will be converted into 0.
An LLC member's share of LLC income is not subject to SE tax if the member is considered a limited partner
This press release does not constitute an offer to sell or a solicitation of an offer to buy the limited partner
units described in this press release, nor shall there be any sale of these limited partner
units in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
89 per limited partner
unit, for the fiscal year ended September 30, 2006, compared to adjusted net income of $87.
The new proposed regulations provide guidance for treating a member of an LLC as a general or limited partner
for SE tax purposes.