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S Corporations: Distributions, Stock Basis and Loss Limitations 2024

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Online, OK 00000

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2.00 Credits

Member Price $89

Non-Member Price $119

Overview

Making the S-election avoids double taxation for corporate operations after the election is effective. Consider the special rules related to adjusting the stock-adjusted basis, distributions and loss limitations. Rules surrounding the S corporation election are necessary to accomplish the single level of tax at the shareholder level. Evaluate the details of the adjustments to the stock basis. Cover descriptions and illustrations regarding calculating the “accumulated adjustment account” (AAA) and determining whether a distribution is from AAA. Loss limitation rules will be explained and illustrated, focusing on complications arising when distributions and losses occur in the same taxable year. Also, take into account the tax considerations of losses, reducing the adjusted basis in shareholder loans. Identify and evaluate tax planning opportunities and strategies.

Highlights

  • Details of the stock basis adjustments when an S election is effective
  • Rules that characterize distributions to S corporation shareholders either as potential stock basis reductions or dividend income
  • Definition of "accumulated adjustment account" (AAA)
  • Special rule when there is a "net negative adjustment"
  • The rule limiting losses to stock and shareholder loans to the corporation
  • The tax complications related to using shareholder loans to the corporation to deduct losses
  • The basis adjustment ordering rules when there are losses and distributions in the same taxable year
  • Tax planning opportunities and strategies

Prerequisites

Understanding the basics of taxation of individuals, corporations, S corporations and partnerships.

Designed For

CPAs and attorneys.

Objectives

  • Recognize the adjustments to stock basis rules
  • Characterize the tax treatment of a distribution based on the ability to determine the balance in the accumulated adjustment account (AAA)
  • Apply the loss limitation rules considering both stock and debt basis
  • Identify and evaluate tax planning opportunities and strategies

Preparation

None

Leader(s):

Leader Bios

John McWilliams, CalCPA Education Foundation

<b.John McWilliams, CPA, JD, is Professor of Accounting at Golden Gate University. Previously he was a Professor of Accounting at San Francisco State University. He began his career as a tax adviser with a Big Four CPA firm. For more than 30 years, while teaching, he has been a tax adviser to lawyers and CPAs regarding the tax matters of their clients. Areas of expertise include tax issues related to buying and selling privately held businesses, financially troubled businesses, business restructuring and reorganization and ownership succession to employees or family members. Mr. McWilliams is active in CalCPA, having served as president of the San Francisco Chapter, chair of the Financial Literacy Initiative, a member of the CalCPA Board of Directors serving as Vice Chair. He is currently a member of the Taxation Committee, the Financial Literacy Committe, and the Accounting Education Committee. He has served as a California representative to the AICPA Council and is currently a member of the AICPA Financial Literacy Commission. Mr McWilliams is author of two chapters of the CCH Expert Treatise Library : Federal Taxation of Corporations & Shareholders.

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Non-Member Price $119

Member Price $89