Question
A and B form general partnership AB that is not an LLP. A contributes real property with a fair market value of $100,000 subject to
- A and B form general partnership AB that is not an LLP. A contributes real property with a fair market value of $100,000 subject to a recourse mortgage of $60,000, in exchange for an 80% interest in the partnership. The basis of the contributed property is $20,000. B contributes $10,000 in exchange for a 20% partnership interest. Assume there is a state law assumption of the mortgage by the partnership.
a. What are A's and B's bases for their partnership interests immediately following the formation of the partnership?
b. Does A recognize any gain upon the contribution of the property?
c. Assume the same is true, except A and B form an LLC rather than a general partnership and there is no deficit restoration obligation.
d. Assume the same is true, except B guarantees the mortgage, B has no right of contribution against A or AB if she is called upon to make payment on the guaranty, and if A is required to make payment on the mortgage, A is entitled to reimbursement from B.
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