Friday, May 2, 2014

Partnership formation: almost too easy

Due to popular demand, this is a re-post of a prior posting as posted May, 2012

Usually accountants shy away from legal topics, but one topic keeps coming up in our profession.

The creation of partnership agreements.

This is a particularly interesting topic now that the IRS has significantly increased late-filing and non-filing penalties for partnership returns...

Most people don't realize it, but a partnership is easier to create than most things in life. In most States, a partnership can be formed between two individuals with a verbal agreement. This means if you are in business, you may have a partnership formed and not even know it. In practice this creates many problems. I will give you one real life scenario:

Ryan and Matt are best friends they decide one day to open up a bicycle repair shop, out of Ryan's garage. They begin by fixing their friend's and family's bikes on the weekends. Before long their word of mouth business is making so much money that Matt and Ryan cannot keep up and perform their normal 'jobs'. For this reason, Matt quits his job and takes up the business full time.

While they are still in business together Matt and Ryan have very different definitions of who is entitled to the income and how they will split it. So they have a lot of problems, problems that could have been solved with a formal partnership agreement. One of their biggest problems, relates to how to filed their returns for 2008. Both Matt and Ryan included income on their personal returns equal to their share of the combined 'entity'. When Matt was audited on his 2008 return in 2010. The auditor working on his personal return founds something interesting, there was no partnership return completed for 2008 and 2009. 

For this reason, the IRS issued a failure to file penalty for the tax years 2008, and 2009 for failure to file partnership returns. These penalties were in addition to the items found on Matt's personal return. The penalties for failure to file the partnership returns in 2008 and 2009 amounted to over $2,100.

Matt and Ryan would have been in a better position had they filed accurate returns for 2008 and 2009, however, most people are not aware of the ease at which they can create a partnership. But, now you have no excuses!

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