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Home > Taxation > Planning for Liquidity of a Closely-Held Business or FLP
Prerequisite
Overview of Federal Income Tax
Knowledge Level
Intermediate
Copyright 2007

Publication Date
December, 2007
Planning for Liquidity of a Closely-Held Business or FLP
Introduction Organization Learning Objectives Author Bios

Title: Planning for Liquidity of Closely Held Business or FLP at Death of Substantial Owner (in cooperation with the Tulane Law School 56th Annual Institute on Federal Taxation)
Prerequisite: Overview of Federal Income Taxation or comparable knowledge/experience
Advance Preparation: None
Knowledge Level: Intermediate
Subject Matter Area: Taxes
Date of Publication: December 2007
Copyright © 2007 by Bisk Education, Inc. All rights reserved.
Recommended CPE Credits: 4 QAS/Registry (50-minute hour)
Expiration Date: One year from date of receipt to complete program and submit quizzer to obtain credit
Passing Grade for Quizzer: 70 percent or higher


The death of a private business owner foretells the death of the business in many instances. Less than one-third of all privately owned businesses survive past the first generation. Although it is the goal of many business owners to transfer ownership of the business to future generations, only a small percentage of private businesses survive into the third generation and beyond. There are many reasons for the lack of survival of private business for future generations, including lack of succession planning, business failure, and inability to meet liquidity needs. Lack of business succession planning exacerbates the liquidity needs at the death of a business owner. This program offers guidance on how to advise the private business owner on meeting her/his liquidity needs.


This program is divided into ten (10) chapters and two (2) appendices.

Chapter 1 briefly considers some of the main issues facing private business owners in planning for estate liquidity needs and transferring private business interests to the next generation.

Chapter 2 takes a look at the process for advising private business owners on meeting liquidity needs.

Chapter 3 provides an overview of the IRC §6166 deferral of estate taxes attributable to closely held business.

Chapter 4 examines the definition of closely held business under IRC §6166.

Chapter 5 addresses the mechanics of the IRC §6166 election.

Chapter 6 explores the events that trigger the acceleration of unpaid estate tax under IRC §6166.

Chapter 7 takes a brief look at the effects of IRC §6166 on the credit for tax on prior transfers under IRC §2013 and the estate tax charitable deduction under IRC §2055.

Chapter 8 focuses on the operation of the lien that is created by an IRC §6166 election.

Chapter 9 explores some lifetime planning ideas in dealing with IRC §6166 and how obstacles are overcome by IRC §6166 benefits.

Chapter 10 considers several miscellaneous topics, including the funding of IRC §6166 payments with corporate distributions, redemptions to pay death taxes under IRC §303, and third party borrowing with the estate tax deduction for interest payments.

Appendix A contains IRS Information: Requirement of Estate to Secure IRC §6166 Election by Bond or Lien.

Appendix B contains IRS Audit List of Questions Regarding Real Estate Activities of Real Estate Partnership.


Upon successful completion of this program, the user should:

  • Identify some of the most important issues that need to be addressed in estate planning for the private business owner

  • Apply the process for advising private business owners on meeting liquidity needs, including appropriate techniques to reduce the estate tax burden

  • Explain the deferral of estate taxes attributable to closely held business under IRC §6166, including the operation of the percentage test

  • Describe how an interest qualifies as a closely held business, including how the active trade or business test is satisfied according to the IRS interpretation of the requirements of IRC §6166

  • Execute an IRC §6166 election and calculate the payments due over the installment period

  • Discuss the acceleration of unpaid taxes deferred under IRC §6166 and the effect on redemptions under IRC §303 and the failure to pay any installment of unpaid tax

  • Explain the effects of IRC §6166 on the credit for tax on prior transfers under IRC §2013 and the estate tax charitable deduction under IRC §2055

  • Describe the operation of the lien that is created by an IRC §6166 election

  • Recognize the requirements and tax benefits/consequences of several estate planning strategies, including the uses of redemptions under IRC §§302 and 303



Dennis Belcher is a partner in the Richmond, Virginia and Tysons Corner, Virginia offices of McGuireWoods, LLP, having practiced with the firm since graduating from the T. C. Williams Law School at the University of Richmond. Mr. Belcher did his undergraduate studies at the College of William and Mary. Mr. Belcher is the past chair of the American Bar Association's Section of Real Property, Probate, and Trust Law and an officer of the American College of Trust and Estate Counsel. Mr. Belcher is a Member of the of the Advisory Committee and is a frequent speaker at the Heckerling Institute of Estate Planning sponsored by the University of Miami School of Law, ALI-ABA estate planning seminars, and numerous other seminars. He is a member of the Advisory Board of BNA Tax Management, Estate, Gifts and Trusts Magazine. In addition, he was listed in Town & Country magazine as one of the top 45 estate planning lawyers in the United States. Mr. Belcher is active in the management of his law firm presently serving on the Board of Partners and he has served as Chair of the firm's Strategic Planning Committee and the Nominating Committee. (Author/Speaker)

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