Description
Recently revised Form 8308 is required to be filed by partnerships for sales or exchanges of partnership interests when the partnership holds Section 751(a) hot assets. Hot assets are those that would be subject to ordinary tax rates rather than capital gains treatment when realized. These include inventory and unrealized receivables. The partnership is required to file Form 8308 with its timely filed tax return and issue copies of the form to transferors and transferees.
Recently, the Treasury and IRS issued Notice 2025-2 extending the 2024 reporting deadline for certain information on the Form 8308 (part IV described below) from the later of Jan. 31, 2025, or 30 days after the partnership is notified of the transfer, to the later of the due date or extended due date of the partnership return or 30 days after the partnership receives notification of the transfer. However, the extension is only valid if Parts I-III of Form 8308 are provided to the transferor and transferee by the original deadline and the complete Form 8308 is furnished to the same by the deadline outlined in the notice.
Part IV of Form 8308 requires reporting and categorizing the partnership and the partner's deemed gain or loss on the sale. The categories include (1) Section 751(a) gain (loss), (2) Section 1(h)(5) collectibles gain, and (3) unrecaptured Section 1250 gain.
The instructions state, "A penalty may be imposed for failing to file each Form 8308 when due, including extensions." Additional penalties apply to failure to provide Form 8308 to the transferor and transferee.
Listen as our panel of partnership experts explains the new reporting requirements of Form 8308 for specific sales or exchanges of partnership ownership.
Presented By
Mr. Alfonsi has 25 years of tax consulting, business valuation, litigation support and forensic accounting experience. In the tax planning and consulting arena, he works primarily with partnerships and with private equity, venture capital and hedge funds.
Mr. Desalvo is a Principal in KPMG’s National M&A Tax practice and is based in the firm’s Chicago office, specializing in private equity mergers and acquisitions deal work, including partnership and corporate tax matters, structure consultation on public equity offerings, and general deal management. He is also a founder of KPMG’s Partnership Transactions Group, which focuses on tax and structuring consultation related to a variety of complex partnership transactions. Mr. Desalvo has experience working with leading private equity investment firms and their portfolio companies and assists his clients throughout all stages of transactions including acquisition structuring, execution, post-closing integration, and divestiture planning. His transaction execution experience includes evaluation of tax risk factors, availability of tax attributes (e.g., basis step-ups, net operating losses, tax credits, etc.), transaction structuring and exit planning, including umbrella partnership C corporation ("Up-C") and synthetic master limited partnership yield vehicles ("YieldCo") planning for initial public offerings.
Mr. Massey is a Senior Manager, Mergers and Acquisitions at KPMG US.
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BARBRI is a NASBA CPE sponsor and this 110-minute webinar is accredited for 2.0 CPE credits.
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BARBRI is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).
Date + Time
- event
Wednesday, April 30, 2025
- schedule
1:00 p.m. ET./10:00 a.m. PT
- Overview of Transactions that Give Rise to Form 8308 Filing Requirement
- Sales of Partnership Interests
- Disguised Sales
- Section 751(a)
- Overview
- Section 751 Property
- Traps for the Unwary
- Examples of Section 751(a) Computation
- The Role of Valuations and Section 751(a)
- Overview
- Valuation Approaches
- Filing requirements
- Form 8308 Content
- Filing deadlines and IRS grace periods
- Penalties and penalty relief for noncompliance
- Q&A
The panel will review these and other critical issues:
- Which partnerships are subject to filing New Form 8308;
- What are Section 751(a) hot assets and how do you determine a partner’s share of Section 751(a) gain / (loss);
- How to complete Parts I-IV of Form 8308; and
- What are the noncompliance penalties associated with this form.
Learning Objectives
After completing this course, you will be able to:
- Identify partnerships subject to Form 8308 reporting
- Determine penalties that can be assessed for failure to file Form 8308
- Ascertain when transferees and transferers are required to receive statements and Form 8308
- Decide which assets are hot assets under Section 751(a)
- 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 preparing complex tax forms and schedules, supervising other preparers or accountants. Specific knowledge and understanding of pass-through taxation, including taxation of partnerships, S corporations and their respective partners and shareholders.
BARBRI 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.
BARBRI is an IRS-approved continuing education provider offering certified courses for Enrolled Agents (EA) and Tax Return Preparers (RTRP).
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