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WA LLC to DE C-Corp Conversion - best structure for tax free
Seattle, WA
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Posted about 1 month ago in Corporate / Incorporation
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We have a WA LLC which will be receiving an investment. Conditioned to this investment is that we convert into a DE C-Corp. We currently have $700K in convertible debt (we will force conversion in this financing) and about $60K of outstanding payable (liabilities) along with $50K of cumulative 2009 losses.
We'd like to make this tax free. Most concerning is that the IRS re-characterizes our convertible notes as "income" if it erroneously assumes that the canellation of this indebtedness from the C-Corp was "income" to the LLC members. Answers (1)
Fabio Ambrosio
This attorney is licensed in Washington.
Posted 29 days ago.
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You cannot imagine how many different tax (and legal) issues are raised by your proposed transaction. "Making things tax free" is not as easy as it soundds and you could run into big troubles with the IRS if things are not done well. No competent lawyer would answer your question on a forum like this because facts must be looked at very closely.
Feel free to give me a call if you'd like to discuss this further. Fabio Ambrosio Attorney at Law (206)801-0985 www.ambrosiolawfirm.com Disclaimer: This answer does not create an attorney-client relationship and is for informational purposes only. It is not, nor is it intended to be, legal advice. You should consult your attorney for legal advice tailored to your individual circumstances. |
