T O P
nickfarr

It only depends on whether the underlying entity is changing.


warmsquirrelpants

Stock sale - no. Asset sale - most likely yes


Robert_A_Bouie

You need to provide more information. Normally the sale of an entity does not require a new EIN.


trw4879

This stems from an ownership change from an SMLLC owned by an individual to a SMLLC owned by a Partnership entity. I was under the impression that a change in ownership does typically require a new fein.


Robert_A_Bouie

Okay, then this would be a situation where registered assets such as automobiles would not need to be retitled. The same legal entity owns them both before and after the transaction. The tax consequences will be governed by how the transaction was structured. For instance, if the new owner contributed cash to the LLC then that would usually be a tax-free section 721 transaction, but if there's a distribution to the "original" partner the disguised sale rules could apply and require some gain recognition. If the new partner paid cash or other property to the original partner for an interest in the LLC then that's going to be treated as a part-sale, part contribution transaction.


trw4879

Thanks for such a thorough explanation. This clears up much of what I wasn’t able to discern through my research.


Robert_A_Bouie

I forgot to mention that if the LLC owns real estate there could be state and local real estate transfer/stamp/etc. tax implications, especially if more than 50% of the entity was transferred.