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Transferring ownership of a partnership depends on what type of interest is being transferred. Partnerships can have two forms: general and limited....Final overview Review the partnership agreement. Obtain a valuation. Decide whether to use an interest sale agreement. Amend the partnership agreement.
When a partnership interest is sold, gain or loss is determined by the amount of the sale minus the partner's interest, often called the partner's outside basis.
2012 Review Schedule D, Form 8949 and Form 4797 to determine the amount of gain or loss the partner reported on the sale of the partnership interest. After determining a partner sold its interest in the partnership, establish other relevant facts that can impact the tax treatment of this transaction.
The sale of a partnership interest is generally treated as a sale of a capital asset, resulting in capital gain or loss for the selling partner.
Unilateral Ownership Transfer Most states have modeled their partnership laws after the Revised Uniform Partnership Act, which allows a partner to transfer his economic interest in the partnership to a third party without the consent of the other partners.
Because tax law views a partnership both as an entity and as an aggregate of partners, the sale of a partnership interest may result either in a capital gain or loss or all or a portion of the gain may be taxed as ordinary income.
Transferring Interest A new partnership will be formed between the member to whom the interest was transferred and the remaining members of the first partnership. This new partnership will be expected to continue on in the business of the first partnership.
Summary. The sale of a partnership interest is generally treated as the sale of a capital asset. As a result, the sale of a partnership interest will generally generate capital gain or loss for the difference between the amount realized on the sale and the partner's adjusted basis in the partnership interest.
A sale of a partnership interest occurs when one partner sells their ownership interest to another person or entity. The partnership is generally not involved in the transaction. However, the buyer and seller will notify the partnership of the transaction.
The sale of a partnership interest is generally treated as a sale of a capital asset, resulting in capital gain or loss for the selling partner.