LP to Single Member LLC

Technical topics regarding tax preparation.
#1
zl28  
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Have a client who formed an LP a year ago.

No activity in that year.

No we has left his job and ready to start a business.

I told him LP not make sense since he doesn't have a partner.

so he went to Delaware and change the LP to an LLC.

Question: what would have to do at the federal level?

The LP has never been active - no bank acct, no assets, no liability - just a federal id no.

Would he just file an 8832?
 

#2
sjrcpa  
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zl28 wrote:he went to Delaware and change the LP to an LLC.


Did he do a conversion under DE law?
Or did he terminate the LP and set up an LLC?

What would you elect on the 8832?
 

#3
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I would just obtain a new EIN and close out the existing one with the IRS, given that the existing one was never used.
 

#4
zl28  
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Thank you Man..appreciate. Sjr - he did do a conversion under DE law
 

#5
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Forming a DE entity in this fact pattern tells me he's either doing his own research or getting bad advice.
Steve
 

#6
sjrcpa  
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Given that
zl28 wrote:he did do a conversion under DE law

it is the same legal entity. No new EIN needed.
 

#7
zl28  
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thank you sjr...but he has a letter from the IRS for an lp and they are expecting a 1065

i've never filed a 1065 bc there are no income and expenses and further there is only one person involved; he doesn't
have 2 parties to form a partnership.
 

#8
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Given the hassle involved with changing the name associated with an EIN for a DRE, I prefer to just obtain a new EIN and close out the existing one, especially in cases like this one in which the existing EIN has not been used yet.
 


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