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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Tax Law

Date & Time
  • event Date

    Tuesday, October 24, 2023

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

  • BARBRI is a NASBA CPE sponsor and this 110-minute webinar is accredited for 2.0 CPE credits.

  • BARBRI is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).

$347.00
CLE
CPE
ALL

This CLE/CPE webinar will provide tax counsel with an up-to-date look at the drafting, commercial, and compliance implications of the partnership audit rules, including a discussion of recent IRS enforcement actions. The panel will describe the partnership audit processes in detail, outlining the key items that facilitate IRS audits of partnerships. The speakers will offer concrete suggestions on partnership agreement drafting provisions and other changes to partnership operations in accordance with the audit processes.

Faculty

Alexandria Williams
Attorney
Goulston & Storrs LLP

Ms. Williams is an attorney in the firm’s tax group advising U.S. corporations, S corporations, and REITs. She advises clients on the tax implications related to a variety of mergers and acquisitions and securities transactions. Ms. Williams also researches and advises on tax structures, facilitates stock purchase agreements, handles SEC filings, and drafts prospectus disclosures for the issuances of equity securities. Additionally, her experience includes tax planning in connection with estate plans and trusts, as well as limited liability company agreements for single member and multi-member manager-managed limited liability companies holding real estate.

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Leah B. Segal
Attorney
Goulston & Storrs LLP

Ms. Segal is a tax lawyer who counsels clients in a wide range of domestic and cross-border transactions, including mergers and acquisitions, financings, offerings, and restructurings. Her practice includes advising clients on the tax aspects of various commercial real estate transactions, including joint ventures, acquisitions and dispositions, and tax credit deals. Her clients include privately held and publicly traded companies, family office investors, REITs and REMICs. Ms. Segal has experience representing charitable and other tax-exempt organizations in obtaining and maintaining tax-exempt status, as well as navigating ongoing governance and compliance issues. She also assists clients with charitable planning and has advised clients regarding tax implications of litigation. 

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Description

The partnership audit rules allow the IRS to audit partnerships at the entity level and assess and collect taxes against the partnership unless the partnership elects out of the regime. These rules impact the formation and operations of partnerships, as well as the disposition of partnership interests and admission of new partners.

The rules are designed to facilitate IRS audits of partnerships, thus leading to more audit frequency. This audit approach has a significant effect on the drafting of partnership agreements. Tax counsel will have to consider issues such as protection of minority partners and specifying which party will bear the cost of taxes imposed at the partnership level.

The partnership audit rules also address a number of procedural and substantive rules. Tax counsel should evaluate existing partnership agreements to prepare clients for the commercial, operational, and compliance impact of the partnership audit rules.

Listen as our expert panel provides a critical analysis of the impact of the partnership audit rules on the operations, transactions, and other aspects of partnerships.

Outline

  1. Detailed discussion of audit rules
  2. Drafting and modifications for existing partnership agreements
  3. Alternate procedures for partnerships seeking to opt out of entity-level assessments
  4. Impact on transfers of partnership interests and admission of new partners
  5. Procedural protections for minority partners

Benefits

The panel will discuss these and other critical issues concerning the IRS partnership audit processes:

  • How the entity-level change facilitates IRS audits
  • Elimination of concept of "tax matters partner" and requirement of "tax representative" with authority to represent the partnership in an audit
  • Commercial and transactional issues arising from the partnership audit rules
  • Drafting and amending partnership agreements

NASBA Details

Learning Objectives

After completing this course, you will be able to:

  • Identify the key aspects of the partnership audit rules
  • Discern modifications required for existing partnership agreements
  • Determine alternatives for partnership op-outs of entity-level assessments
  • Ascertain procedural protections available to minority partners

  • Field of Study: Taxes
  • Level of Knowledge: Intermediate
  • Advance Preparation: None
  • Teaching Method: Seminar/Lecture
  • Delivery Method: Group-Internet (via computer)
  • Attendance Monitoring Method: Attendance is monitored electronically via a participant's PIN and through a series of attendance verification prompts displayed throughout the program
  • Prerequisite: Three years+ business or public firm experience at mid-level within the organization with supervisory authority over other preparers/accountants in preparing complex tax forms and schedules and preparing for partnership audits. Specific knowledge and understanding of partnership structures and operating agreements and IRS partnership audits. Familiarity with partnership audit rules under the Bipartisan Budget Act of 2015.

Strafford Publications, Inc. is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of Accountancy have final authority on the acceptance of individual courses for CPE Credits. Complaints regarding registered sponsons may be submitted to NASBA through its website: www.nasbaregistry.org.

IRS Approved Provider

Strafford is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).