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Level 4
February 19, 2024
Question

Sale of partnership - on Form 1065 or on 1040 Form 4797/Sch D

  • February 19, 2024
  • 1 reply
  • 7 views

Client sold 1065 LLC partnership to another person in 2023 who was not a partner.  Both partners sold their share of the partnership.   Is the sale of the partnership reported as a capital gain on on the Form 1065 filing, or is it reported as a sale of the partnership and recorded on Schedule D for Form 1040?  This was not an installment sale but a sale for cash paid completely in 2023.

There were no assets other than goodwill, and there was no inventory or receivables.   The sale of the partners' interests terminated their partnership.  I  Since there were no receivables or inventory involved in the sale, it seems that Form 8308 is not required.

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    1 reply

    sjrcpa
    Level 15
    February 19, 2024

    Who was the seller?

    Did the Partnership sell its assets?

    Or did each partner sell their partnership interest?

    The more I know the more I don’t know.
    gparch1Author
    Level 4
    February 19, 2024

    The sellers were the two partners.  They sold their partnership interests.  There were no assets other than goodwill.

    sjrcpa
    Level 15
    February 19, 2024

    The partners report the sale on their tax returns.

    The more I know the more I don’t know.