REG Study Group October November 2013 - Page 13

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  • #479399
    Kenada
    Member

    For those of you that have the Wiley Homework book. Maybe you can help me with this Question

    In the Wiley Homework book – Module 24

    Question 3

    A Tombstone Advertisement

    a. May be substituted for the prospectus under certain circumstances

    b. May contain an offer to sell securities

    c. Notifies prospective investors that a previously-offered security has been withdrawn from the market and is therefore effectively “Dead”

    d. Makes known the availability of a prospectus

    I dont understand why the answer would be D instead of B

    In the Wiley notes if you read page 78 at the bottom I understood “tombstones ads identify security, its price and who will take orders – Isn't that an offer to sell securities ?

    FAR 05/27/14; 786/110 - Done !

    #479410
    Kenada
    Member

    For those of you that have the Wiley Homework book. Maybe you can help me with this Question

    In the Wiley Homework book – Module 24

    Question 3

    A Tombstone Advertisement

    a. May be substituted for the prospectus under certain circumstances

    b. May contain an offer to sell securities

    c. Notifies prospective investors that a previously-offered security has been withdrawn from the market and is therefore effectively “Dead”

    d. Makes known the availability of a prospectus

    I dont understand why the answer would be D instead of B

    In the Wiley notes if you read page 78 at the bottom I understood “tombstones ads identify security, its price and who will take orders – Isn't that an offer to sell securities ?

    FAR 05/27/14; 786/110 - Done !

    #479401
    Kenada
    Member

    Ok if i understand you correctly your asking why would a partner have a Ordinary Income and a Capital gain. Are you asking about Non Liquidating distributions and Liquidating Distributions ?

    FAR 05/27/14; 786/110 - Done !

    #479412
    Kenada
    Member

    Ok if i understand you correctly your asking why would a partner have a Ordinary Income and a Capital gain. Are you asking about Non Liquidating distributions and Liquidating Distributions ?

    FAR 05/27/14; 786/110 - Done !

    #479403
    Qlad
    Member

    i guess that's true…something to do with liquidating and non-liquidating…but i'm not able to understand…may be i'm missing some rule here

    FAR 72,71,81 πŸ™‚
    AUD 64,71, 72, 75 πŸ™‚ I'm done !!!
    REG 73, 74, 74, 84 πŸ™‚
    BEC 76 πŸ™‚

    #479414
    Qlad
    Member

    i guess that's true…something to do with liquidating and non-liquidating…but i'm not able to understand…may be i'm missing some rule here

    FAR 72,71,81 πŸ™‚
    AUD 64,71, 72, 75 πŸ™‚ I'm done !!!
    REG 73, 74, 74, 84 πŸ™‚
    BEC 76 πŸ™‚

    #479405
    Kenada
    Member

    I am going to try to explain this as best as I can.

    You have to remember – the IRS does not want to “lose” out on its tax revenue. Capital Gains are taxed lower than Ordinary Income and therefore they created this rule for when a partner that sells his interest should pay Tax on Ordinary Income for balances that he would have gotten had he stayed on as a partner and received a distribution.

    So the Rule is “The Gain on a sale of a Partnership must be reported as ordinary income to the extent of unrealized ordinary income assets (Like Inventory and AR) at the time of sale. Anything above will be capital gains.”

    Example

    A wants to buy B's 50% interest in a PS by paying $ 375.00 dollars cash and assuming B's liabilities.

    Sales will be $ 425.00 (Cash 375 plus 50.00 (50% of PS Liability of 100.00))

    B's basis was 75.00

    AR receivable was 300.00

    So

    So B's Gain/Income will be

    Sales 375.00

    Debt relief 50.00

    Total 425.00

    Less Partners basis (75.00)

    Less 50% of AR (150.00)

    Capital Gain = 200.00

    Ordinary Income 150.00 – this is the AR 50% portion

    Does this help ?

    FAR 05/27/14; 786/110 - Done !

    #479416
    Kenada
    Member

    I am going to try to explain this as best as I can.

    You have to remember – the IRS does not want to “lose” out on its tax revenue. Capital Gains are taxed lower than Ordinary Income and therefore they created this rule for when a partner that sells his interest should pay Tax on Ordinary Income for balances that he would have gotten had he stayed on as a partner and received a distribution.

    So the Rule is “The Gain on a sale of a Partnership must be reported as ordinary income to the extent of unrealized ordinary income assets (Like Inventory and AR) at the time of sale. Anything above will be capital gains.”

    Example

    A wants to buy B's 50% interest in a PS by paying $ 375.00 dollars cash and assuming B's liabilities.

    Sales will be $ 425.00 (Cash 375 plus 50.00 (50% of PS Liability of 100.00))

    B's basis was 75.00

    AR receivable was 300.00

    So

    So B's Gain/Income will be

    Sales 375.00

    Debt relief 50.00

    Total 425.00

    Less Partners basis (75.00)

    Less 50% of AR (150.00)

    Capital Gain = 200.00

    Ordinary Income 150.00 – this is the AR 50% portion

    Does this help ?

    FAR 05/27/14; 786/110 - Done !

    #479407
    Qlad
    Member

    hmmm…let me try this on the questions that i did wrong…thanks for keeping me sane this late at night. πŸ™‚

    FAR 72,71,81 πŸ™‚
    AUD 64,71, 72, 75 πŸ™‚ I'm done !!!
    REG 73, 74, 74, 84 πŸ™‚
    BEC 76 πŸ™‚

    #479418
    Qlad
    Member

    hmmm…let me try this on the questions that i did wrong…thanks for keeping me sane this late at night. πŸ™‚

    FAR 72,71,81 πŸ™‚
    AUD 64,71, 72, 75 πŸ™‚ I'm done !!!
    REG 73, 74, 74, 84 πŸ™‚
    BEC 76 πŸ™‚

    #479409
    Kenada
    Member

    Anytime πŸ™‚ I usually stay up late till Mid night..

    If you are stuck on a question – try to type it here. It would help me see what the question is and also give you a better explanation if I have one πŸ™‚

    FAR 05/27/14; 786/110 - Done !

    #479420
    Kenada
    Member

    Anytime πŸ™‚ I usually stay up late till Mid night..

    If you are stuck on a question – try to type it here. It would help me see what the question is and also give you a better explanation if I have one πŸ™‚

    FAR 05/27/14; 786/110 - Done !

    #479411
    Journhi
    Member

    Hi,

    Could anyone help explain Net Operating Loss? I know it's carried back 2 yrs and forward 20yrs. How do you calculate the NOL? what can and cannot be included?

    Thank you!

    FAR: 62;79
    AUD: 76
    REG:67; 77
    BEC: 68;66; 12/05/13

    #479422
    Journhi
    Member

    Hi,

    Could anyone help explain Net Operating Loss? I know it's carried back 2 yrs and forward 20yrs. How do you calculate the NOL? what can and cannot be included?

    Thank you!

    FAR: 62;79
    AUD: 76
    REG:67; 77
    BEC: 68;66; 12/05/13

    #479413
    Kenada
    Member

    I will try to answer the NOL question for you.

    NOL is generally business loss but can also occur for an Individual through a personal casualty loss.

    It will come through your Sch C – Business Income.

    You will start with your

    Taxable Business Income (xxxx.xx)

    Non Business Deductions xxxx.xx

    Non Business Income (xxxx.xx)

    Personal Exemption 3900.00

    NOL (xxxx.xx)

    Example: – A owns a business and it incurred a loss of 20,000.00. He has Interest earned from his personal bank of 1800.00 and has deduction from interest and taxes of 9000.00. For 2013 the personal exempt it 3900.00

    His NOL will be

    (20,000) + 9000.00 – (1,800.00) + 3,900 = (8,900)

    9,000.00 is added back as it is consider to be excess nonbusiness deductions (normally itemized deductions) over nonbusiness income.

    You can not include the following :-

    Personal Exemptions can not be included in the computation of NOL.

    Excess if non Business Deductions

    Do not include any NOL from another year in the computation

    Excess Capital losses over Capital Gains.

    Domestic Production Activities Deductions

    Does this help?

    FAR 05/27/14; 786/110 - Done !

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