An Estate Planner's Guide to Family Business Entities, Second Edition: Family Limited Partnerships, Limited Liability Companies, and More by Louis A. Mezzullo
SUMMARY TABLE OF CONTENTS
Chapter One: Introduction-Estate Planning Objectives and Techniques A. Goals of Estate Planning B. Available Techniques C. Avoidance of Estate and Gift Taxes
Chapter Two: Using Limited Partnerships and LLCs to Achieve Nontax Benefits A. Management of the Family Assets B. Reduced Expenses C. Protection from Creditors D. Investment Policies
Chapter Three: Choice of Entity-Introduction A. Importance in Business and Estate Planning B. Factors to Be Considered C. Types of Entity D. Multiple Entities E. Goals of the Owners
Chapter Four: Comparing S Corporations with C Corporations A. Advantages of an S Corporation Over a C Corporation B. Disadvantages of an S Corporation When Compared to a C Corporation
Chapter Five: Comparing S Corporations with Partnerships (Including LLCs) A. Formation B. Operation C. Transfers of Interests D. Contributions of Property E. Distributions F. Redemptions G. Reorganizations H. Liquidations
Chapter Six: Comparing Limited Partnerships with LLCs A. Treatment of Liabilities B. Passive Loss Rules C. Distributions to a Withdrawing Partner or Member D. Characterization of Income for Self-Employment Tax Purposes Chapter Seven: Choosing the Right Entity A. Limited Partnership B. LLC C. C Corporation D. Personal Service Business
Chapter Eight: Entity Classification for Federal Tax Purposes A. Background B. The Final Check-the-Box Regulations C. Planning Considerations D. Changes in Classification
Chapter Nine: S Corporations: Recent Developments A. Introduction B. Permitted Shareholders C. Losses D. Financial Institutions E. Eligibility Requirements F. Miscellaneous Provisions G. Effect on Choice of Entity
Chapter Ten: Formation of the Entity A. Advantages and Disadvantages of Using an LLC versus a Limited Partnership B. Valuation Issues, Including Discounts C. Antiabuse Regulation D. Tax-Free Formation E. Family Partnership Rules
Chapter Eleven: Special Valuation Rules Under Chapter 14 A. Introduction B. Transfers of LLC and Partnership Interests C. Transfers of Interests in Trusts D. Rights and Restrictions E. Lapsing Voting and Liquidation Rights F. Applicable Restrictions
Chapter Twelve: Other Transfer Tax Issues A. Annual Exclusion B. Retained Interests or Powers
Chapter Thirteen: Grantor Retained Annuity Trusts A. Introduction B. Definition of Qualified Annuity Interest C. Planning Chapter Fourteen: Installment Sales to Grantor Trusts A. General B. Grantor Trusts C. Sale To a Grantor Trust D. Tax Consequences E. Death of Grantor Before Satisfaction of Note F. Alternative to Installment Sale G. Conclusion
Chapter Fifteen: Overview of Partnership Taxation A. Introduction B. Formation of Partnership C. Tax Accounting Matters D. Operation of Partnership E. Transfer of Partners' Interests F. Liquidation of Partner's Interest G. Unrealized Receivables and Appreciated Inventory H. Limited Partnerships I. At-Risk and Passive Loss Rules J. LLCs
Chapter Sixteen: Drafting the Operating Agreement for an LLC A. Introduction B. Important Provisions in an Operating Agreement C. Classification for Income Tax Purposes D. Self-Employment Income E. Estate Planning Issues F. Other Tax Considerations
Chapter Seventeen: Sample Forms A. Family Limited Partnership Agreement B. Certificate of Limited Partnership C. Deed of Gift-Limited Partnership D. Cover Letter-Limited Partnership E. Family LLC Operating Agreement F. Articles of Organization G. Consent of Organizer H Deed of Gift-LLC I. Cover Letter-LLC
Appendix A: Examples of Tax Savings A. Example of Tax Savings Using Real Estate B. Example of Tax Savings Using Marketable Securities
Appendix B: Form 8832