On Jul 16, 4:28*pm, opus...[at]cox.net wrote:
- quote -


Seems to me you have taxable transactions here. Each of you will
receive certain assets and be relieved of certain liabilities, and
give up certain assets and assume certain liabilities. You may be
able to characterize at least some parts of the transaction as a like-
kind exchange, but it would have to be structured carefully to achieve
that, I think.

I'd strongly advise you to get competent tax advice before you
finalize the details of this transaction. The tax consequences to one
or both of you could affect the economics of the deal.

Katie in San Diego

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Hi All,

Nuts & bolts...

Own a Cafe with a 50/50% partner (LLC)
Own the building/Land for which Cafe resides on with same 50/50%
partner (S-Corp)
Own another commercial rental property with same 50/50% partner

All business is being done in the state of Connecticut.
Partner and I have decided to divorce on all business dealings.
Agreement as follows:

I will buyout partenr on Cafe (LLC) and Building/Land (Corp) for
$50,000.00
$15,000.00 Cash, and $1,000.00 per/month for 35 months (Promissary
note, 3rd position on Building/land)(The Corp)

I will also "transfer" my interest in the commercial rental property
to partner.

The Bank holding the 1st & 2nd mortgage on the building/land (corp)
has agreed to "remove" partner from
mortgages.

Private note holder for the commercial rental property has agreed to
remove my name from that privately held note.

I have an attorney that has drafted documents that will/would
accomplish the above.
In those documents there is no specific mention of capitol gains
taxes, only that each partner will be responsible
for any and all debts associated with this transaction.

My question is:

Does anyone know if the IRS will view these transactions as a buy/sell
where by capitol gains, or for that matter, any other tax
implication(s) may affect us at closing?

Basically, we are removing my partners name from LLC and Corp, and I
am removing my name from privately held mortgage on commercial
property.


Thanks in advance for any replies...

--
<< ------------------------------------------------------- > << The foregoing was not intended or written to be used, > << nor can it used, for the purpose of avoiding penalties > << that may be imposed upon the taxpayer. > << > << The Charter and the Guidelines for submitting posts > << to this newsgroup as well as our anti-spamming policy > << are at www.asktax.org. > << Copyright (2007) - All rights reserved. > << ------------------------------------------------------- >