Tax Strategies for Real Estate LLC and LP Agreements: Capital Commitments, Tax Allocations, Distributions, and More, Strafford Publications (webinar)

May 2014

Tax Strategies for Real Estate LLC and LP Agreements: Capital Commitments, Tax Allocations, Distributions, and More
Structuring Provisions to Achieve Tax Benefits and Avoid Common Pitfalls


A live 90-minute CLE webinar with interactive Q&A


Thursday, May 8, 2014

1:00pm-2:30pm EDT, 10:00am-11:30am PDT


This CLE webinar will advise real estate counsel on key tax issues to avoid pitfalls in structuring agreements for real estate partnerships and limited liability companies (LLCs). The panel will offer best practices for drafting provisions that reflect effective tax compliance and planning.

LLCs and limited partnerships (LPs) are the preferred entities for private real estate investments. These entities allow for flexibility and flow-through tax treatment while providing liability protection to the investors.

This flexibility is accompanied by drafting complications involving items such as funding, operations, allocation and distribution of profits, management and operational issues, and tax considerations.

Real estate counsel and advisors must be cognizant of the unique tax issues of real estate partnerships to avoid costly mistakes and structure real estate partnerships and LLCs that maintain the economic advantage sought by the former partners of the entity.

Listen as our authoritative panel examines the key tax issues and consequences, as well as related business arrangements of LLCs and LPs, and presents and analyzes the drafting techniques necessary to implement such arrangements.

I.Review the cash flow and allocations
II.Types of preferred interests
III.Tax distributions
IV.Liquidation alternatives
V.Special partners
VII.Tax boilerplate
VIII.Target vs. layer cake allocation
The panel will review these and other key questions:

•What unique tax issues are inherent in real estate LLCs and LPs?
•What are the common tax pitfalls in drafting real estate LLC and LP agreements?
•What are best practices for avoiding these drafting mistakes?
Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.


Brian O'Connor, Partner
Venable, Baltimore
Mr. O'Connor co-chairs the firm's Tax and Wealth Planning Group and provides tax advice to partnerships and to public and closely held businesses and their owners. Before coming to Venable, he worked as attorney-advisor with the IRS Office of Chief Counsel, assigned to projects and guidance involving partnerships and S corporations.

Steven Schneider, Director
Goulston & Storrs, Washington, D.C.
Mr. Schneider provides tax counsel for many national companies including real estate and private equity funds, REITs, corporations, and trade associations. He is an author, commentator, and lecturer on tax topics at prominent national venues and has been an adjunct professor at Georgetown University Law Center since 2005, teaching an advanced tax course on drafting partnership and LLC agreements.

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