Interested in training for your team? Click here to learn more

Death of a Partner or Shareholder: Tax Implications and Planning Opportunities

A live 110-minute CPE webinar with interactive Q&A

This program is included with the Strafford CPE Pass. Click for more information.
This program is included with the Strafford CPE+ Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Thursday, February 20, 2025

1:00pm-2:50pm EST, 10:00am-11:50am PST

or call 1-800-926-7926
Add to your calendar

This webinar will discuss the impact of an owner's death on flow-through entities. Our panel of elite federal tax advisers will cover tax issues associated with the loss of a member or shareholder, including planning strategies for transferring and disposing of the deceased's interest.

Description

The death of a shareholder or partner can severely impact a business. This can affect the company's continuity, and the tax ramifications are often significant. The consequences of an owner's death vary depending on the entity type. The relative tax consequences depend on whether the business is a single-member LLC, multi-member partnership, Subchapter S Corporation, or other flow-through structure. A multi-member LLC, for example, might include provisions in the operating agreement stating that other members must purchase the deceased's interest, transfer the interest to heirs, or dissolve the business.

A Section 754 election would allow a partnership to adjust the estate's share of the partnership's assets to fair market value. No similar provision exists for S corporations; however, Section 1014 allows the step-up of the deceased shareholder's interest to market value at the date of death. Should the S corporation choose to liquidate assets, shareholders could face substantial taxes from a sale, even with the step-up, if not appropriately timed. There are many considerations and tax-saving techniques to facilitate the transfer or sale of interests in flow-through entities.

Listen as our panel of closely-held business veterans reviews the consequences of an owner's death and offers planning advice for transitioning these businesses.

READ MORE

Outline

  1. Death of a partner or shareholder: introduction
  2. Death of a partner or member
    1. Transfer and disposition of interest
    2. Section 754 elections
  3. Death of a shareholder
    1. Transfer and disposition of interest
    2. Planning for inadvertent terminations
  4. Succession planning
  5. Examples

Benefits

The panel will cover these and other critical issues:

  • The impact of a Section 754 election on a deceased partner's interest
  • Liquidation considerations for a deceased S corporation owner's interest
  • Key provisions to consider in operating agreements for multi-member partnerships
  • Planning options to mitigate taxes for remaining partners and members relative to death of an owner
  • How a closely-held entity's structure impacts a business' transition after an owner's death

Faculty

Mandarino, Joseph
Joseph C. Mandarino
Partner
Smith Gambrell & Russell

Mr. Mandarino's practice focuses on corporate, tax and finance law. He is involved with a wide variety of...  |  Read More

Walter M. McGrail, JD, CPA
Walter M. McGrail, JD, CPA
Managing Director
Cendrowski Corporate Advisors

As one of the firm’s senior tax and legal technicians, Mr. McGrail has provided consulting services to a...  |  Read More

Attend on February 20

CPE credit processing is available for an additional fee of $39.
CPE processing must be ordered prior to the event. See NASBA details.

Cannot Attend February 20?

CPE credit is not available on downloads.

CPE On-Demand

See NASBA details.