If property was sold but there was no capital gain, is it correct to assume that the money received is not taxable for 2 LLC’s?
Get Legal Help Today
Compare Quotes From Top Companies and Save
Secured with SHA-256 Encryption
If property was sold but there was no capital gain, is it correct to assume that the money received is not taxable for 2 LLC’s?
I have 2 entities, both LLC’s. A few years ago I bought a property using the LLC’s and now the property has been sold. The money from the selling of the property are now in the LLC’s bank accounts. I decided to dissolve the LLC’s but before I do that I would like to know if taxes (local, state or fed) have to be paid on the money received from the selling of the property. I’m assuming that since there was no capital gain, the money received are not taxable for the LLC’s, is that right? Also, once the entities are dissolved, the money will go to the owner (me), so once I receive those money does that become taxable income? The 2 entities are registered in one state but the property was in another.
Asked on January 13, 2015 under Business Law, Texas
Answers:
SJZ, Member, New York Bar / FreeAdvice Contributing Attorney
Answered 9 years ago | Contributor
For a definitive answer, speak to a tax professional in your state in detail about what you hope to accomplish and let him or her guide you--tax planning is one of the most technical and complicated areas out there.
That said, generally, if the owner of property does not receive an actual gain on the sale of it--for an oversimplified example, sells it for exactly what he or she bought it for--there is no income and thus no income tax, though some states do impose certain transaction fees or taxes in some cases. A considerable difference in your situation will therefore come from whether your LLCs were pass-through entities for tax purposes (e.g. partnership treatment, where the gains and losses flow directly to the owner(s) or member(s) and the LLC is not taxed as a separate entity, even if it files an informational return) or whether it was a non-pass-through entity (corporation treatment, where it is taxed as a separate entity):
* Pass through treatment: for tax purposes, there is no separate entity: any gain or loss on selling property goes directly to the owner(s); if they did not gain any income, they should not have any income tax.
* Non-pass-through: the LLC is a separate tax entity. If there is no income (no gain), the LLC won't have an income tax liability from the sale, but then when the money goes to the LLC's owner(s), they would have income--since they were not, for tax purposes, the owners of the property and any gain or loss therefore, but rather received income when the LLC reverted the money to them--and have income tax liability.
IMPORTANT NOTICE: The Answer(s) provided above are for general information only. The attorney providing the answer was not serving as the attorney for the person submitting the question or in any attorney-client relationship with such person. Laws may vary from state to state, and sometimes change. Tiny variations in the facts, or a fact not set forth in a question, often can change a legal outcome or an attorney's conclusion. Although AttorneyPages.com has verified the attorney was admitted to practice law in at least one jurisdiction, he or she may not be authorized to practice law in the jurisdiction referred to in the question, nor is he or she necessarily experienced in the area of the law involved. Unlike the information in the Answer(s) above, upon which you should NOT rely, for personal advice you can rely upon we suggest you retain an attorney to represent you.