Welcome Guest. Register Now!  



Reply
 
LinkBack Thread Tools Search this Thread Display Modes
  #1 (permalink)  
Old 02-13-2014, 03:53 PM
Junior Member
 
Join Date: Sep 2013
Posts: 6
Sale of business - S Corp - loss and loan

Hello,
I have S corp - initial and final year as 2013 - sold the business during 2013 - has a loss of 25K and the ending loan basis from shareholder is 25K at the end - certainly this loss (ordinary operating loss and ordinary loss on sale since less than a year) is deductible as the s/h has loan basis.

I did a Journal entry for closing the loan from s/h:
Loan from S/H Debit 25K
AAA Account Credit 25K
So my books are done.

Now in tax return - how do I show this increase / credit of 25K in AAA, Schedule M-2?
I was thinking about putting it on Line 3, Other additions in Schedule M-2 of 1120S by labeling as "Deemed Contribution"

Would it be appropriate?

Thanks,
Sammie



Digg this Post!Add Post to del.icio.usBookmark Post in TechnoratiFurl this Post!Reddit! stumble!bookmark in google!Share on Facebook!
Reply With Quote
  #2 (permalink)  
Old 02-14-2014, 01:32 AM
Moderator
 
Join Date: Oct 2010
Posts: 5,258
Quote:
Originally Posted by Sammie View Post
Hello,


#1;I have S corp - initial and final year as 2013 - sold the business during 2013 - has a loss of 25K and the ending loan basis from shareholder is 25K at the end - certainly this loss (ordinary operating loss and ordinary loss on sale since less than a year) is deductible as the s/h has loan basis.

I did a Journal entry for closing the loan from s/h:
Loan from S/H Debit 25K
AAA Account Credit 25K
So my books are done.



#2;Now in tax return - how do I show this increase / credit of 25K in AAA, Schedule M-2?
I was thinking about putting it on Line 3, Other additions in Schedule M-2 of 1120S by labeling as "Deemed Contribution"

Would it be appropriate?

Thanks,
Sammie
#1;I guess so apparently in this case, so thes/h would have basis to deduct the loss on his personal return since loans are loans, increasing basis only to the extent that they are needed to take losses. ;however, there are some exceptis in te case of S corp with severl sudiary S corps.The s/h loan to corp may not generate TP’s, I mean the s/h’s basis; the s/h is able to loan money to the S corp and increase his stock basis by the amount of the loan to the biz. However, basis is increased for debts only aslongas there is an actual economic outlay by the s/hand the S corp is obligated to pay off the debt. So, the loan must have substance and the TP, the s/h must be at risk.In genral, a s/h of an S corp sometimes loans money to the biz. Then, he becomes a creditor and has a right to a repayment of the s/h loan upon dissolution of the S corp, if it has not been repaid previously.An issue may be: if the s/h loan is considered loan or is treated as creating a new class of stock for the s/h. This is important not only for tax purposes but also for the right of the s/h to reclaim that loan upon dissolutionof the biz.As a reditor of the biz, the s/h is usually paid before other stakeholders and in accordance with the extent to which their loans are subordinated to other debt. aslongas a s/h makes a loan to the biz, he has a right to have that loan repaid before assets are distributed to other stakeholders in general.



I did a Journal entry for closing the loan from s/h:
Loan from S/H Debit 25K
AAA Account Credit 25K
So my books are done.

#2; you can have negative AAA as you have aloss on 1120S. It doesn't make any difference; you need to show the b/s on Sch L of 1120S as right before/ right after/ the dissolution;a distribution in excess of AAA is not reported on M-2. The AAA balance cannot be reduced below zero by distributions to s/h.



Digg this Post!Add Post to del.icio.usBookmark Post in TechnoratiFurl this Post!Reddit! stumble!bookmark in google!Share on Facebook!
Reply With Quote
Ads
Reply



Posting Rules
You may not post new threads
You may not post replies
You may not post attachments
You may not edit your posts

vB code is On
Smilies are On
[IMG] code is On
HTML code is Off
Trackbacks are Off
Pingbacks are Off
Refbacks are Off


Similar Threads
Thread Thread Starter Forum Replies Last Post
Rental Short Sale on an Assumed Loan-Seller Got 1099-C tanicete Rental Real-Estate 1 02-07-2014 11:58 PM
Loss on Sale of Rental - Are there limits to loss deductions rolzroyce Rental Real-Estate 1 05-25-2012 07:56 PM
A gain on a loss on a home sale? SeanMcD98 Capital Gains 3 03-31-2012 08:42 PM
Sale of partnership interest at a loss: Can I claim this loss on my tax return? jcp1376 Income 1 10-07-2011 04:14 AM
Can u write off a loss on sale of home? mongrel Capital Gains 1 01-27-2007 12:01 AM

Follow us on Facebook Follow us on Twitter Google Buzz Rss Feeds

» Categories
 
Individual
 » Income
 » IRA/Sep
 » Medical
 
Corporations
 » Payroll
 
Forum for CPAs
 
Financial Planning
 
 
 

» Recent Tax Q&A
No Threads to Display.