Goodwill related parties.

Technical topics regarding tax preparation.
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Mom and daughter are dissolving a partnership which operates a pizza shop. Building is jointly owned outside of partnership and mom will transfer her interest to daughter who will take over operation as sole proprietor.

Assume value of assets on date of dissolution are Cash $4,000, Inventory $2,000 and equipment $14,000; total value $20,000 Partner's ownership is 50% each.

Partnership will distribute the cash, inventory and $4,000 of equipment to daughter for net value of $10,000.

Mom will receive remaining equipment valued at $10,000 and then sale to daughter.

Daughter will also assume mom's share of mortgage on the building which is $26,000. Mom's share of the building fmv is $34,000.

In exchange for mom's share of the equipment and mom's equity in the building, daughter will sign a note for $40,000.

Thus there will be a sale of the building for $34,000 fmv which will include an assumption of mom's share of mortgage for $26,000. The $8,000 balance of consideration for the building would then come out of the $40,000 note from daughter.

That leaves $32,000 of the note of which $10,000 would go towards mom's share of equipment and $22,000 allocated to Goodwill.

My question is if there are any issues with allocating goodwill in this situation which involves related parties?

Thank you for any comments you might have.
 

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