Sale of Partnership Interest, including but not limited to:

  • Allocating purchase price to the Code Section 1060 asset categories;
  • Shoving as much as possible in the allocation into capital gain assets for sellers and to ordinary income for purchasers;
  • Installment sales of partnership assets;
  • 754 elections with 743 and 734 book up / down of inside basis and allocation under 755;
  • Book up of 704(b) capital accounts and tracking thereafter to prevent equity shifts;
  • Closing a partnership taxable year, and technical termination under 708(b);
  • Contingent consideration in the sale of partnership interest;
  • Transfers of assets to and from partnerships and analyzing and structuring around the disguised sale rules; and
  • Allocating income in the year of change.