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J&J, LLC, was in its third year of operations when J&J decided to expand the number of members from two, A and B, with equal

J&J, LLC, was in its third year of operations when J&J decided to expand the number of members from two, A and B, with equal profits and capital interests, to three members, A, B, and C. The third member, C, will contribute her financial expertise to the LLC in exchange for a one-third capital interest in J&J. Given the balance sheet below reflecting the financial position of J&J on the date member C is admitted, what are the tax consequences to members A, B, and C, and to J&J, when C receives her capital interest? If, instead, member C receives a one-third profits interest, what would be the tax consequences to members A, B, and C, and to J&J?

J&J Limited Liability Company

Balance Sheet

Basis

FMV

Basis

FMV

Cash

$ 20,000

$ 20,000

Account Payable

$ 7,000

$ 7,000

Inventory

5,000

5,000

Mortgage Payable

20,000

20,000

Equipment

10,000

17,000

ACapital

22,000

30,000

Building

30,000

45,000

BCapital

16,000

30,000

Total Assets

$ 65,000

$ 87,000

Total liability and OE

$ 65,000

$ 87,000

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