Partnership & S Corporation: Basis & Distribution Issues

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Event Details

Wednesday, July 29, 2020

8:00am – 4:00pm
(Registration: 7:30am)


Hilton Garden Inn

3720 N Reserve St

Missoula, MT 59808


Field of Study

  • Taxes

CPE Credit

8 hours CPE credit

Course Code



Level of Knowledge



Kaplan Financial Education Powered by Loscalzo


General tax knowledge.


Basis is a fundamentally important issue when dealing with pass-through entities, as it impacts the equity holder’s ability to deduct losses and/or receive distributions without a negative tax impact. As well, distributions from the different types of pass-through entities are subject to differences in treatment that can have a major impact on the tax liability of the client. This course will look at the rules on calculating basis, limitations on loss deductions (including at-risk rules), and the treatment of distributions.


  • Formation of a new S Corporation and contribution of assets in Section 351 tax-free transactions
  • Issuance of partnership interests in exchange for property in tax-free manner under Section 721
  • Treatment of issuance of a partnership interest for services
  • Allocation of debt to partners in a partnership, including deemed distribution provisions
  • Special partnership basis rules, including required allocations for contributed assets
  • Determining required adjustments under Section 704(c) and elective adjustments under Sections 734 and 743 when a Section 754 election is in place
  • Treatment of partnership and S Corporation distributions
  • At-risk rules and their limits on losses


Participants will be able to:

  • Understand inside and outside basis and gain/loss issues on formation
  • Perform calculation of basis based on annual activities of the pass-through entities
  • Understand how to structure distributions to avoid unpleasant, surprise tax liabilities

Designed For

Practitioners who advise clients holding interests in pass-through entities and the pass-through entities themselves.

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