| Preface |
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xxv | |
| Acknowledgments |
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xxix | |
| About the Author |
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xxxi | |
| Chapter 1 Introduction: Joint Ventures Involving Exempt Organizations |
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1 | (48) |
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1 | (2) |
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1.2 Joint Ventures in General |
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3 | (3) |
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1.3 Healthcare Joint Ventures |
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6 | (2) |
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1.4 University Joint Ventures |
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8 | (3) |
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1.5 Low-Income Housing and New Market Tax Credit Joint Ventures |
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11 | (3) |
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1.6 Conservation Joint Ventures |
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14 | (1) |
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1.7 Joint Ventures as Accomodating Parties to Impermissible Tax Shelters |
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15 | (1) |
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1.8 Rev. Rul. 98-15 and Joint Venture Structure |
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16 | (4) |
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1.9 Form 990 and Good Governance |
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20 | (1) |
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1.10 Ancillary Joint Ventures: Rev. Rul. 2004-51 |
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21 | (1) |
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1.11 Engaging in a Joint Venture: The Structural Choices and Role of the Charity |
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21 | (3) |
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1.12 Partnerships with Other Exempt Organizations |
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24 | (1) |
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1.13 Transfer of Control of Supporting Organization to Another Tax-Exempt Organization |
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25 | (1) |
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1.14 The Exempt Organization as a Lender or Ground Lessor |
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26 | (2) |
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1.15 Partnership Taxation |
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28 | (3) |
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28 | (2) |
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b Bargain Sale Including "Like Kind" Exchange |
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30 | (1) |
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1.16 UBIT Implications from Partnership Activities |
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31 | (2) |
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1.17 Use of a Subsidiary as Participant in a Joint Venture |
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33 | (2) |
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1.18 Limitation on Preferred Returns |
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35 | (3) |
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35 | (1) |
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36 | (1) |
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c Tax-Exempt Entity Leasing Rules |
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36 | (2) |
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1.19 Sharing Staff and/or Facilities: Shared Services Agreement |
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38 | (1) |
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1.20 "Intangibles" Licensed by Nonprofit to For-Profit Subsidiary or Joint Venture |
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39 | (1) |
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1.21 Private Inurement and Private Benefit |
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40 | (4) |
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1.22 Limitation on Private Foundation's Activities that Limit Excess Business Holdings |
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44 | (1) |
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1.23 International Joint Ventures |
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45 | (1) |
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46 | (3) |
| Chapter 2 Taxation of Charitable Organizations |
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49 | (144) |
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50 | (2) |
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2.2 Categories of Exempt Organizations |
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52 | (2) |
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2.3 §501(c)(3) Organizations: Statutory Requirements |
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54 | (43) |
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55 | (2) |
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57 | (13) |
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c Proscription against Legislative and Political Activities |
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70 | (26) |
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d Feeder versus Integral Part |
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96 | (1) |
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2.4 Charitable Organizations: General Requirements |
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97 | (3) |
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a Organization Must Benefit a Charitable Class |
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97 | (1) |
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b Organization Must Not Operate Contrary to Public Policy |
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98 | (2) |
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2.5 Categories of Charitable Organizations |
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100 | (18) |
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100 | (7) |
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b IRS Theory Distinguishing Nonprofits from For-Profits |
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107 | (2) |
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c Religious Organizations |
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109 | (3) |
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d Educational Organizations |
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112 | (3) |
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e Scientific Organizations |
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115 | (3) |
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2.6 Application for Exemption |
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118 | (6) |
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a Individual Organizations |
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118 | (4) |
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122 | (2) |
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124 | (8) |
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2.8 Form 990 Reporting and Disclosure Requirements |
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132 | (6) |
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132 | (3) |
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135 | (3) |
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138 | (40) |
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a Overview of New Form 990 Joint Venture Reporting-Prior Reporting and Reasons for Change |
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138 | (1) |
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b Major Reporting Considerations for Joint Ventures |
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139 | (1) |
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c Key Questions with Formwide Implications |
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140 | (4) |
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d Joint Ventures Reportable on Schedule R, Related Organizations and Unrelated Partnerships |
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144 | (7) |
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e Reporting Joint Venture Activities as Program Service Accomplishments (Part III) |
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151 | (1) |
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f Reporting Joint Venture Activities in Form 990 Financial Statements |
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151 | (4) |
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g Governance Policies and Structure |
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155 | (1) |
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h Compensation of Officers, Directors, Trustees, Key Employees, and Five Highest-Compensated Employees |
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156 | (3) |
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i Reporting Special Types of Joint Venture Activities |
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159 | (6) |
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j Reporting by Hospitals on Schedule H |
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165 | (7) |
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k Tax Compliance Considerations |
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172 | (2) |
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l Going Forward with Revised Form 990 |
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174 | (4) |
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178 | (5) |
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a Minimizing Audit Issues-Advance Planning |
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180 | (1) |
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181 | (2) |
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2.11 Charitable Contributions |
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183 | (7) |
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a Contributions of Cash, Ordinary Income Property, and Short-Term Capital Gain Property |
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184 | (1) |
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b Contributions of Capital Gain Property |
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184 | (1) |
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c Contributions of Conservation Easements |
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185 | (1) |
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d Charitable Contributions by Joint Venture |
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185 | (1) |
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e Charitable Contributions to SMLLCs |
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186 | (1) |
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f Charitable Contribution Substantiation and Disclosure Requirements |
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187 | (3) |
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g Registration for Charitable Solicitation |
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190 | (1) |
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190 | (3) |
| Chapter 3 Taxation of Partnerships and Joint Ventures |
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193 | (98) |
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194 | (1) |
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3.2 Qualifying As a Partnership |
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195 | (3) |
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a Focus on Parties' Intent |
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195 | (2) |
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197 | (1) |
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3.3 Classification As a Partnership |
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198 | (18) |
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198 | (1) |
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b Overview of the Check-the-Box Regulations |
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199 | (4) |
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c Classification of Exempt Organizations |
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203 | (2) |
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d Single-Owner Organizations Generally |
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205 | (1) |
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e Impact on Joint Ventures |
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206 | (1) |
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f IRS Analysis: The Double-Prong Test and Rev. Rul. 98-15 |
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206 | (10) |
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3.4 Alternatives to Partnerships |
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216 | (3) |
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a Limited Liability Companies |
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216 | (1) |
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b Title-Holding Companies |
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217 | (2) |
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3.5 Pass-Through Regime: The Conduit Concept |
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219 | (1) |
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3.6 Allocation of Profits, Losses, and Credits |
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220 | (6) |
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a Substantial Economic Effect Test, in General |
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220 | (3) |
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b Special Rules for Allocations of Nonrecourse Deductions |
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223 | (1) |
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c Reallocations in Accordance with the Partners' Interests in the Partnership |
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224 | (1) |
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d Distributive Share of Management Fees |
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225 | (1) |
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3.7 Formation of Partnership |
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226 | (7) |
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a Contribution of Property in Exchange for Partnership Interest |
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226 | (6) |
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b Partnership Interest in Exchange for Services |
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232 | (1) |
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3.8 Tax Basis in Partnership Interests |
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233 | (9) |
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233 | (1) |
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234 | (4) |
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c Liabilities and Economic Risk of Loss |
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238 | (4) |
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d Loss Deferral Provision |
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242 | (1) |
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3.9 Partnership Operations |
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242 | (8) |
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242 | (1) |
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b Partnership Organizational Expenses |
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243 | (1) |
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c Cost Recovery: Modified Accelerated Cost Recovery System |
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244 | (1) |
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d Transactions Between Partner and Partnership |
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245 | (5) |
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e Disguised Sales of Partnership Interests |
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250 | (1) |
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3.10 Partnership Distributions to Partners |
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250 | (5) |
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3.11 Sale or Other Disposition of Assets or Interests |
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255 | (8) |
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a Sale or Other Disposition of Assets |
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255 | (1) |
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b Sale or Other Disposition of Partnership Interests |
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256 | (1) |
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c Termination of the Partnership |
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257 | (1) |
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d Liquidating Distributions |
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258 | (1) |
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e Consequences of Charitable Contribution: Bargain Sales |
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259 | (1) |
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f Application of Bargain Sale Technique to "Burned-Out" Shelters |
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260 | (2) |
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g Partnership Mergers and Divisions |
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262 | (1) |
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263 | (17) |
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263 | (1) |
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b Ownership of the Properties |
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264 | (1) |
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c Passive Activity Loss Rules |
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265 | (4) |
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269 | (2) |
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e Tax Shelter Registration and Other Reporting Requirements |
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271 | (1) |
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f Unified Audits and Adjustments |
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272 | (1) |
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272 | (8) |
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280 | (1) |
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3.13 Guarantees, Penalties, and Capital Calls |
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280 | (11) |
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a Minimum Investment Return |
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281 | (1) |
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281 | (1) |
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c Indemnification for Environmental Liability |
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282 | (1) |
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282 | (1) |
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282 | (9) |
| Chapter 4 Overview: Joint Ventures Involving Exempt Organizations |
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291 | (118) |
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292 | (2) |
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4.2 Exempt Organization as General Partner: A Historical Perspective |
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294 | (72) |
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294 | (1) |
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294 | (2) |
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c Plumstead Theatre Society Doctrine |
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296 | (2) |
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d The Two-Prong Test: IRS Adopts Plumstead Theatre Doctrine |
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298 | (31) |
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e The Second Prong Comes to the Forefront: Revenue Ruling 98-15 |
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329 | (9) |
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f Redlands Surgical Services v. Commissioner and St. David's Healthcare System v. United States |
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338 | (10) |
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g John Gabriel Ryan Association v. Commissioner of Internal Revenue: The IRS Approves a 50-50 Joint Venture |
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348 | (2) |
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350 | (7) |
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i The Healthcare Arena: Community Benefit and Charitable Care |
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357 | (6) |
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j Colleges and Universities: Special Issues |
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363 | (3) |
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4.3 Exempt Organizations as Limited Partner or LLC Nonmanaging Member |
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366 | (3) |
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a Joint Venture That Engages in Exempt Activities |
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367 | (1) |
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b Joint Venture Engaged in an Unrelated Trade or Business |
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368 | (1) |
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4.4 Joint Ventures with Other Exempt Organizations |
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369 | (2) |
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4.5 New Scheme for Analyzing Joint Ventures |
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371 | (3) |
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372 | (1) |
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b Investment-Type Ventures |
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373 | (1) |
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c Ancillary Joint Ventures |
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373 | (1) |
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d Disposition-Type Ventures |
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374 | (1) |
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4.6 Revenue Ruling 2004-51 and Ancillary Joint Ventures |
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374 | (14) |
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a Issue 1 Exemption Under §501(c)(3) |
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376 | (1) |
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b Issue 2 Unrelated Business Income |
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377 | (1) |
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c Factual Scenarios 1 through 4 Joint Venture Is a "Substantially Related" Charitable Activity (see Exhibit 4.1) |
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378 | (3) |
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d Factual Scenarios 5 through 8 Joint Venture Is an Unrelated Business Activity (see Exhibit 4.2) |
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381 | (3) |
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e General Legal Analysis of Rev. Rul. 2004-51 |
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384 | (1) |
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385 | (3) |
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4.7 UBIT Implications From Joint Venture Activities |
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388 | (3) |
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a Definition of Unrelated Business Income |
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388 | (1) |
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b UBIT Applied to Income from a Partnership |
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388 | (1) |
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c General Exclusions from UBIT |
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389 | (2) |
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391 | (1) |
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4.8 Good Governance and the IRS Audit |
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391 | (4) |
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391 | (1) |
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391 | (3) |
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c Joint Ventures and an IRS Audit |
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394 | (1) |
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d Minimize Audit Issues-Advance Planning |
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394 | (1) |
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4.9 Conversions from Exempt to For-Profit and from For-Profit to Exempt Entities |
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395 | (3) |
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Appendix 4A: Joint Venture Checklist |
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398 | (7) |
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Appendix 4B: Model Joint Venture Participation Policy |
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405 | (4) |
| Chapter 5 Private Benefit, Private Inurement, and Excess Benefit Transactions |
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409 | (80) |
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5.1 What are Private Inurement and Private Benefit? |
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409 | (12) |
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409 | (3) |
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b Private Inurement and "Insiders" |
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412 | (4) |
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c Distinction between Private Benefit and Private Inurement |
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416 | (5) |
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5.2 Transactions in Which Private Benefit or Inurement May Occur |
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421 | (33) |
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a Compensation for Services |
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422 | (10) |
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432 | (2) |
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c Joint Ventures with Commercial Entities |
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434 | (3) |
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d Private Inurement Per Se |
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437 | (2) |
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e Asset Sales to Insiders |
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439 | (2) |
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f Valuation of New-Economy and Internet Companies |
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441 | (11) |
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452 | (2) |
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5.3 Profit-Making Activities as Indicia of Nonexempt Purpose |
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454 | (4) |
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455 | (2) |
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457 | (1) |
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5.4 Intermediate Sanctions |
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458 | (24) |
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461 | (6) |
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b Excess Benefit Transactions |
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467 | (3) |
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470 | (11) |
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481 | (1) |
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e Indemnification Agreements |
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481 | (1) |
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482 | (2) |
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484 | (3) |
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5.7 State Activity with Respect to Insider Transactions |
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487 | (2) |
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487 | (1) |
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488 | (1) |
| Chapter 6 Engaging in a Joint Venture: The Choices |
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489 | (72) |
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490 | (1) |
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491 | (15) |
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a Background and Development of LLCs |
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491 | (2) |
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b Comparison with Other Business Entities |
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493 | (6) |
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c Exempt Organizations Wholly Owning Other Entities |
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499 | (5) |
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d Private Foundations as Members of LLCs |
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504 | (2) |
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6.3 Use of a For-Profit Subsidiary as Participant in a Joint Venture |
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506 | (22) |
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a Reasons for Use of a Subsidiary |
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509 | (2) |
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b Requirement for Subsidiary to Be a Separate Legal Entity |
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511 | (5) |
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c Single-Member Nonprofit LLCs |
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516 | (2) |
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d UBIT Implications Applicable to the Use of a Subsidiary |
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518 | (7) |
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e Spin-Off of Existing Activity or Venture Interest |
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525 | (3) |
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6.4 Supporting Organizations |
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528 | (7) |
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6.5 Private Foundations and Program-Related Investments |
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535 | (10) |
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a Program-Related Investments |
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535 | (4) |
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b Proposed Regulations: Additional Examples of PRIs |
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539 | (4) |
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543 | (2) |
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545 | (1) |
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545 | (1) |
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b The Social Impact Bond: Impact Investing |
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545 | (1) |
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6.7 Exploring Alternative Structures |
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546 | (6) |
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546 | (1) |
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b A New Legal Entity-the L3C-a Low-Profit LLC |
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547 | (2) |
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c Benefit and Flexible Purpose Corporations-A Legislative Approach |
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549 | (2) |
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d Certified B Corporations |
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551 | (1) |
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552 | (9) |
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552 | (1) |
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b Creating a Philanthropic Brand |
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552 | (1) |
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c Foregoing Tax Exemption |
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553 | (1) |
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554 | (2) |
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e For-Profits with Triple-Bottom Lines |
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556 | (1) |
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f Cause-Related Marketing |
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556 | (3) |
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559 | (1) |
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h Implications and Consequences |
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560 | (1) |
| Chapter 7 Exempt Organizations as Accommodating Parties in Tax Shelter Transactions |
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561 | (16) |
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561 | (1) |
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7.2 Prevention of Abusive Tax Shelters |
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562 | (8) |
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563 | (2) |
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b Reportable Transactions |
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565 | (5) |
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7.3 Excise Taxes and Penalties |
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570 | (4) |
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a Applicable Transactions |
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571 | (1) |
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571 | (1) |
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c Disclosure Requirements |
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572 | (1) |
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573 | (1) |
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7.4 Settlement Initiatives |
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574 | (1) |
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7.5 Abusive Shelters and Tax Credit Programs |
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575 | (2) |
| Chapter 8 The Unrelated Business Income Tax |
|
577 | (92) |
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578 | (1) |
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a The Rising Tide of Commercialism |
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578 | (1) |
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b Impact of UBIT and Reporting Trends |
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579 | (1) |
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8.2 Historical and Legislative Background of UBIT |
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579 | (4) |
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a The "Destination of Income" Test |
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580 | (2) |
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b The Revenue Act of 1950 |
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582 | (1) |
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583 | (20) |
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a Organizations Subject to UBIT |
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583 | (1) |
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b The Definition of "Unrelated Trade or Business" |
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584 | (19) |
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8.4 Statutory Exceptions to UBIT |
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603 | (12) |
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603 | (1) |
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b Activities for the Convenience of Members |
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604 | (1) |
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605 | (1) |
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d Qualified Public Entertainment Activity |
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605 | (1) |
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e Qualified Trade Show and Convention Activities |
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606 | (1) |
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f Certain Hospital Services |
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607 | (1) |
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607 | (1) |
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608 | (2) |
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i Corporate Sponsorship Regulations |
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610 | (4) |
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614 | (1) |
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8.5 Modifications to UBIT |
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615 | (41) |
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616 | (1) |
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b Exclusion of Dividends and the Use of Blocker Entities |
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617 | (1) |
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618 | (4) |
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622 | (15) |
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637 | (3) |
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f Application of the UBIT |
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640 | (4) |
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g Income from Internet Activities |
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644 | (4) |
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648 | (1) |
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649 | (7) |
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8.6 Income from Partnerships |
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656 | (3) |
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659 | (4) |
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659 | (1) |
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660 | (3) |
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8.8 Governmental Scrutiny |
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663 | (6) |
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a Payments to Controlling Exempt Organizations |
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|
664 | (1) |
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b Public Disclosure of Unrelated Business Income Tax Returns |
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|
664 | (1) |
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c UBIT-Related Certification-A Sign of Things to Come? |
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665 | (1) |
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666 | (1) |
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e IRS Compliance Project for Colleges and Universities-Focus on UBIT |
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|
666 | (3) |
| Chapter 9 Debt-Financed Income |
|
669 | (28) |
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|
669 | (1) |
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9.2 Debt-Financed Property |
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|
670 | (9) |
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|
670 | (4) |
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b Calculation of Debt-Financed Income |
|
|
674 | (2) |
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c Acquisition Indebtedness |
|
|
676 | (3) |
|
9.3 The §514(c)(9) Exception |
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|
679 | (2) |
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|
681 | (1) |
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|
682 | (1) |
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|
682 | (13) |
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|
682 | (1) |
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b Overall Partnership Income and Loss |
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|
683 | (1) |
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c Exceptions to the Fractions Rule for Preferred Returns and Guaranteed Payments |
|
|
683 | (5) |
|
d Chargebacks and Offsets |
|
|
688 | (3) |
|
e Partner-Specific Items of Deduction |
|
|
691 | (1) |
|
f Unlikely Losses and Deductions |
|
|
691 | (2) |
|
|
|
693 | (1) |
|
|
|
694 | (1) |
|
|
|
694 | (1) |
|
|
|
694 | (1) |
|
9.7 The Fractions Rule: A Trap for the Unwary |
|
|
695 | (2) |
| Chapter 10 Limitation on Excess Business Holdings |
|
697 | (12) |
|
|
|
697 | (1) |
|
10.2 Excess Business Holdings: General Rules |
|
|
698 | (7) |
|
|
|
705 | (1) |
|
|
|
706 | (3) |
|
a Functionally Related Business |
|
|
706 | (1) |
|
b Program-Related Investment |
|
|
707 | (1) |
|
c Income from Passive Sources |
|
|
708 | (1) |
| Chapter 11 Impact on Taxable Joint Ventures: Tax-Exempt Entity Leasing Rules |
|
709 | (20) |
|
|
|
709 | (1) |
|
11.2 Types of Transactions Covered By 1984 ACT Rules |
|
|
710 | (2) |
|
11.3 Internal Revenue Code §168(h) |
|
|
712 | (1) |
|
a Definition of Tax-Exempt Entity |
|
|
712 | (1) |
|
b Five-Year Lookback Rule |
|
|
712 | (1) |
|
c Subsidiaries of Tax-Exempt Organizations |
|
|
713 | (1) |
|
11.4 Tax-Exempt Use Property |
|
|
713 | (2) |
|
|
|
713 | (1) |
|
|
|
714 | (1) |
|
|
|
714 | (1) |
|
d Short-Term Leases Not Covered |
|
|
714 | (1) |
|
11.5 Restrictions on Tax-Exempt Use Property |
|
|
715 | (4) |
|
a Depreciation of Personal Property |
|
|
715 | (1) |
|
b Depreciation of Real Property |
|
|
715 | (1) |
|
|
|
715 | (1) |
|
|
|
715 | (1) |
|
|
|
716 | (3) |
|
|
|
719 | (10) |
|
a Property Treated as Tax-Exempt Use Property |
|
|
719 | (1) |
|
|
|
720 | (1) |
|
c Compliance with General Partnership Rules |
|
|
720 | (1) |
|
d Proportionate Share Owned by Tax-Exempt Entity |
|
|
721 | (1) |
|
e Change as a Result of Sale or Redemption |
|
|
722 | (1) |
|
f Impact of Rules on Partnerships in Low-Income Housing Endeavors |
|
|
723 | (1) |
|
g Circumventing the Qualified Allocation Rules |
|
|
724 | (1) |
|
h Partnership and Tax-Exempt Leasing Rules Interplay |
|
|
725 | (1) |
|
|
|
725 | (2) |
|
|
|
727 | (2) |
| Chapter 12 Healthcare Entities in Joint Ventures |
|
729 | (210) |
|
|
|
730 | (4) |
|
12.2 Classifications of Joint Ventures |
|
|
734 | (4) |
|
|
|
738 | (68) |
|
a Overview of Tax Restrictions |
|
|
738 | (1) |
|
b The IRS's Historical Position |
|
|
739 | (29) |
|
|
|
768 | (11) |
|
|
|
779 | (27) |
|
12.4 Other Healthcare Industry Issues |
|
|
806 | (45) |
|
|
|
807 | (2) |
|
b Audit Guidelines for Hospitals |
|
|
809 | (2) |
|
c Physician Recruitment Guidelines |
|
|
811 | (10) |
|
d Federal Healthcare Fraud and Abuse Statutes |
|
|
821 | (9) |
|
e IRS Policy and the HHS Office of Inspector General |
|
|
830 | (1) |
|
f Health Information Technology |
|
|
831 | (4) |
|
g Department of Justice/Federal Trade Commission |
|
|
835 | (1) |
|
h Integrated Delivery Systems, PHOs, MSOs, and HMOs |
|
|
836 | (15) |
|
12.5 Preserving the 50/50 Joint Venture |
|
|
851 | (9) |
|
|
|
851 | (1) |
|
b Expanding Nonprofit Veto Authority in the 50/50 Joint Venture |
|
|
851 | (1) |
|
c Resolving Disputes through Arbitration |
|
|
852 | (2) |
|
d Comparison of For-Profit and Tax-Exempt Joint Venture Structures |
|
|
854 | (1) |
|
e Preserving "Control" in the 50/50 Venture |
|
|
855 | (5) |
|
|
|
860 | (8) |
|
|
|
860 | (2) |
|
|
|
862 | (4) |
|
c Valuation Guidance from General Accounting Office |
|
|
866 | (1) |
|
d 1999 CPE Hospital Joint Venture Article |
|
|
867 | (1) |
|
e Intermediate Sanctions Regulations |
|
|
867 | (1) |
|
12.7 Joint Operating Agreements |
|
|
868 | (8) |
|
|
|
868 | (3) |
|
b The IRS JOA Checklist-A Relaxation of the Integral Part Test |
|
|
871 | (3) |
|
c Application of the IRS "Flexible" Ruling Guidelines |
|
|
874 | (2) |
|
|
|
876 | (1) |
|
|
|
876 | (1) |
|
12.8 UBIT Implications of Hospital Joint Ventures |
|
|
876 | (4) |
|
|
|
880 | (8) |
|
a The IRS Exempt Organizations Hospital Compliance Project |
|
|
880 | (3) |
|
|
|
883 | (5) |
|
12.10 Redesigned Form 990 |
|
|
888 | (1) |
|
12.11 The Patient Protection and Affordable Care Act of 2010 §501(r) and Other Statutory Changes Impacting Nonprofit Hospitals |
|
|
889 | (25) |
|
|
|
889 | (3) |
|
b Organizations Subject to §501(r) |
|
|
892 | (2) |
|
c Operational Requirements of §501(r) |
|
|
894 | (9) |
|
d Additional Statutory Requirements Applicable to Hospital Organizations |
|
|
903 | (5) |
|
e Implications for Joint Ventures |
|
|
908 | (6) |
|
12.12 The Patient Protection and Affordable Care Act of 2010 ACOs and CO-OPs: New Joint Venture Healthcare Entities |
|
|
914 | (12) |
|
|
|
914 | (1) |
|
|
|
915 | (9) |
|
|
|
924 | (2) |
|
12.13 Precautionary Steps: A Road Map |
|
|
926 | (2) |
|
|
|
928 | (1) |
|
Appendix 12A: Sample Conflicts of Interest Policy |
|
|
929 | (5) |
|
Appendix 12B: Model Joint Venture Participation Policy |
|
|
934 | (5) |
| Chapter 13 Low-Income Housing, New Markets, Rehabilitation, and Other Tax Credit Programs |
|
939 | (162) |
|
13.1 Relationships between Nonprofits and For-Profits in Affordable Housing: A Basic Business Typology |
|
|
941 | (160) |
| Chapter 14 Joint Ventures with Universities |
|
1101 | (70) |
|
|
|
1101 | (10) |
|
a IRS Position on University Joint Ventures |
|
|
1104 | (7) |
|
14.2 Redesigned Form 990 Annual Information Reporting Requirements for Colleges and Universities |
|
|
1111 | (3) |
|
14.3 Colleges and Universities IRS Compliance Initiative |
|
|
1114 | (5) |
|
14.4 Research Joint Ventures |
|
|
1119 | (11) |
|
a Scientific Research Organizations: Four-Part Analysis of the Regulations |
|
|
1120 | (8) |
|
|
|
1128 | (1) |
|
|
|
1129 | (1) |
|
|
|
1129 | (1) |
|
14.5 Faculty Participation in Research Joint Ventures |
|
|
1130 | (3) |
|
14.6 Nonresearch Joint Venture Arrangements |
|
|
1133 | (19) |
|
|
|
1133 | (3) |
|
b Entertainment, Sports, and Travel Activities |
|
|
1136 | (15) |
|
|
|
1151 | (1) |
|
14.7 Modes of Participation by Universities in Joint Ventures |
|
|
1152 | (15) |
|
|
|
1152 | (1) |
|
|
|
1153 | (2) |
|
|
|
1155 | (5) |
|
|
|
1160 | (2) |
|
e Activities Involving Affinity Cards, Mailing Lists, and Logos |
|
|
1162 | (2) |
|
|
|
1164 | (3) |
|
14.8 Incentives Available to Taxable Joint Venturers |
|
|
1167 | (1) |
|
|
|
1168 | (3) |
| Chapter 15 Business Leagues Engaged in Joint Ventures |
|
1171 | (28) |
|
|
|
1171 | (8) |
|
|
|
1171 | (5) |
|
b §501(c)(6) and Joint Ventures |
|
|
1176 | (1) |
|
c Definition of §501(c)(6) Organizations |
|
|
1177 | (2) |
|
|
|
1179 | (11) |
|
a Members with a Common Business Interest |
|
|
1179 | (3) |
|
b Promoting the Common Business Interest |
|
|
1182 | (1) |
|
|
|
1183 | (3) |
|
d Commercial Activity for Profit |
|
|
1186 | (3) |
|
|
|
1189 | (1) |
|
15.3 Unrelated Business Income Tax |
|
|
1190 | (9) |
|
|
|
1190 | (3) |
|
b Exception for Indirect Investment in Ancillary Joint Ventures |
|
|
1193 | (1) |
|
c Exception for Qualified Trade Show Activity |
|
|
1194 | (2) |
|
|
|
1196 | (3) |
| Chapter 16 Conservation Organizations in Joint Ventures |
|
1199 | (36) |
|
|
|
1199 | (1) |
|
16.2 Conservation and Environmental Protection as a Charitable or Educational Purpose: Public and Private Benefit |
|
|
1200 | (8) |
|
|
|
1200 | (6) |
|
|
|
1206 | (2) |
|
16.3 Conservation Gifts and §170(h) Contributions |
|
|
1208 | (15) |
|
a Qualified Conservation Easements |
|
|
1208 | (3) |
|
b Exclusively for Conservation Purposes: Enforceable in Perpetuity |
|
|
1211 | (3) |
|
c Qualified Farmers and Ranchers |
|
|
1214 | (1) |
|
|
|
1214 | (8) |
|
e IRS Notice 2004-41 The Tax Avoidance Transaction Settlement Initiative |
|
|
1222 | (1) |
|
16.4 Unrelated Business Income Tax Issues |
|
|
1223 | (3) |
|
|
|
1223 | (2) |
|
b Special Partnership Rules |
|
|
1225 | (1) |
|
16.5 Joint Ventures Involving Conservation |
|
|
1226 | (2) |
|
16.6 Senate Finance Committee Investigation of The Nature Conservancy (TNC) |
|
|
1228 | (1) |
|
|
|
1229 | (4) |
|
a Tax Treatment of Emissions Credits and Similar Arrangements |
|
|
1229 | (2) |
|
b Promotion of Conservation or Environmental Preservation as an Essential Governmental Function |
|
|
1231 | (1) |
|
c New Annual Information Reporting for Conservation Organizations |
|
|
1231 | (2) |
|
d Developments at the State Level |
|
|
1233 | (1) |
|
|
|
1233 | (2) |
| Chapter 17 International Joint Ventures |
|
1235 | (56) |
|
|
|
1236 | (3) |
|
17.2 Domestic Charities Expending Funds Abroad |
|
|
1239 | (5) |
|
a Deductibility of Contributions under §170 |
|
|
1239 | (2) |
|
b Effect of "Friends" Organizations |
|
|
1241 | (3) |
|
17.3 Potential for Abuse: The Use of Charities as Accommodating Parties in International Terrorist Activities |
|
|
1244 | (12) |
|
a Implications of Global Terrorism on Exempt Organizations |
|
|
1245 | (8) |
|
b The Nonprofit: An Ideal Entity for Exploitation? A Discussion |
|
|
1253 | (2) |
|
c Alternative Money Transfers: Tradition-Meets-Need or Vehicle for Terror? |
|
|
1255 | (1) |
|
17.4 Guidelines for U.S.-Based Charities Engaging in International Aid and International Charities |
|
|
1256 | (3) |
|
17.5 General Grantmaking Rules |
|
|
1259 | (4) |
|
a Public Charity Grantmaking Considerations |
|
|
1259 | (1) |
|
b Private Foundation Grantmaking Rules |
|
|
1260 | (3) |
|
17.6 Foreign Organizations Recognized by the IRS as §501(c)(3) Organizations |
|
|
1263 | (3) |
|
17.7 Public Charity Equivalency Test |
|
|
1266 | (1) |
|
17.8 Expenditure Responsibility |
|
|
1267 | (2) |
|
17.9 Domestic Charities Entering into Joint Ventures with Foreign Organizations |
|
|
1269 | (6) |
|
17.10 Application of Foreign Laws in Operating a Joint Venture in a Foreign Country |
|
|
1275 | (1) |
|
17.11 Application of Foreign Tax Treaties |
|
|
1276 | (9) |
|
a The Effect of Foreign Treaty Provisions on Charitable Deductions |
|
|
1277 | (3) |
|
b The Effects of Foreign Treaty Provisions on the Taxation of Charitable Organizations |
|
|
1280 | (2) |
|
c Joint Ventures with Canadian Nonprofits: The Legal Challenges |
|
|
1282 | (3) |
|
17.12 Current Developments |
|
|
1285 | (4) |
|
a The IRS Focus on International Activity |
|
|
1285 | (1) |
|
|
|
1286 | (2) |
|
c IRS Report on Colleges and Universities Compliance Project |
|
|
1288 | (1) |
|
d Fundraising and Other Trends |
|
|
1288 | (1) |
|
17.13 Conclusions and Forecast |
|
|
1289 | (2) |
| Chapter 18 The Exempt Organization as Lender or Ground Lessor |
|
1291 | (44) |
|
|
|
1292 | (1) |
|
18.2 Participation as a Lender or Ground Lessor |
|
|
1293 | (3) |
|
a Advantages of Lender/Lessor Arrangement |
|
|
1293 | (2) |
|
b Advantages of Equity Ownership |
|
|
1295 | (1) |
|
c Tax Consequences of Reclassification of Loan or Lease as Joint Venture |
|
|
1295 | (1) |
|
18.3 Types of Real Estate Loans |
|
|
1296 | (3) |
|
|
|
1296 | (1) |
|
|
|
1297 | (1) |
|
c Wraparound or Second Mortgage Loans |
|
|
1297 | (1) |
|
|
|
1298 | (1) |
|
|
|
1298 | (1) |
|
|
|
1299 | (13) |
|
|
|
1299 | (2) |
|
b Debt-Equity Classification |
|
|
1301 | (4) |
|
c Guidelines in Structuring Contingent Interest Debt |
|
|
1305 | (5) |
|
d Service and Commitment Fees |
|
|
1310 | (2) |
|
18.5 Ground Lease with Leasehold Mortgage |
|
|
1312 | (10) |
|
|
|
1312 | (3) |
|
b Will Rental Income Be Treated as UBIT? |
|
|
1315 | (4) |
|
|
|
1319 | (3) |
|
18.6 Sale of Undeveloped Land |
|
|
1322 | (8) |
|
a Unrelated Business Income |
|
|
1322 | (2) |
|
b Discussion of IRS Rulings |
|
|
1324 | (4) |
|
c Excess Business Holding Rules |
|
|
1328 | (1) |
|
d Participating Ground Lease |
|
|
1329 | (1) |
|
e Use of Taxable Subsidiary |
|
|
1330 | (1) |
|
|
|
1330 | (4) |
|
|
|
1330 | (1) |
|
|
|
1331 | (1) |
|
c Limited Individual Recourse Guaranty |
|
|
1332 | (1) |
|
|
|
1332 | (1) |
|
e Limitations of the Guaranty |
|
|
1333 | (1) |
|
|
|
1334 | (1) |
| Chapter 19 Debt Restructuring and Asset Protection Issues |
|
1335 | (64) |
|
|
|
1336 | (7) |
|
a Options for Complex Nonprofit/For-Profit Families of Entities in Hard Economic Times |
|
|
1338 | (5) |
|
19.2 Overview of Bankruptcy |
|
|
1343 | (15) |
|
|
|
1344 | (4) |
|
|
|
1348 | (10) |
|
c Comparison of
Chapter 7 Bankruptcy and
Chapter 11 Bankruptcy |
|
|
1358 | (1) |
|
19.3 The Estate and the Automatic Stay |
|
|
1358 | (14) |
|
a Automatic Stay: Generally |
|
|
1361 | (1) |
|
b Exceptions to the Automatic Stay |
|
|
1362 | (2) |
|
c Effect of the Automatic Stay |
|
|
1364 | (1) |
|
d Acts Done in Violation of the Stay |
|
|
1365 | (1) |
|
e Duration of an Automatic Stay |
|
|
1366 | (1) |
|
f Relief from the Automatic Stay |
|
|
1367 | (2) |
|
g Application of the Automatic Stay to Third Parties |
|
|
1369 | (1) |
|
h Application of Automatic Stay to IRS Revocation of Tax-Exempt Status |
|
|
1370 | (2) |
|
|
|
1372 | (5) |
|
|
|
1372 | (1) |
|
b Use of Cash: HUD Context |
|
|
1373 | (1) |
|
|
|
1374 | (2) |
|
d Sale of Property/Rejection, Assumption or Assignment of Contracts |
|
|
1376 | (1) |
|
|
|
1377 | (15) |
|
|
|
1378 | (3) |
|
b Acceptance Requirements |
|
|
1381 | (1) |
|
|
|
1382 | (1) |
|
|
|
1382 | (7) |
|
e Effect of Plan Confirmation on HUD Regulatory Agreement |
|
|
1389 | (3) |
|
|
|
1392 | (1) |
|
19.7 Special Issues: Consequences of Debt Reduction |
|
|
1393 | (6) |
|
a Exclusions from Gross Income |
|
|
1393 | (1) |
|
b Application to Partnerships |
|
|
1394 | (1) |
|
c Exclusion of COD Income in Bankruptcy |
|
|
1394 | (2) |
|
d Exclusion of COD Income for Insolvency |
|
|
1396 | (1) |
|
e Exclusion of COD Income from Qualified Farm Debt |
|
|
1396 | (1) |
|
f Exclusion of COD Income from Qualified Real Property Business Debt |
|
|
1397 | (2) |
| Index |
|
1399 | |
