Tax implication on partner split at sale of property

Tax implication on partner split at sale of property

Aaron ScottPro Member
Investor · Huntsville, AL · Member since 2013 · 29 posts · 5 votes

So I'm going to lay out the situation the best I can and ask advice. First off, I'm in Alabama. Myself and a partner went in as partners on a flip deal, where he bought the house and we split the costs of rehabbing. I did about 1/2 of the work and took sole responsibility for contracting out any other work that I didn't have the time to do on my own. Since were early on in our partnership, where we're still figuring out the proper structure, profits were to be split 50/50 at sale of property and I basically agreed to not be paid for my time/labor (although it is partially accounted for in the profit split). Not that this probably matters, but this is work outside my normal day job, so mostly all afterhours and weekends. House is done and sold for a successful profit. We did not form an LLC or other entity, and yes I understand things shouldn't be done the same as we did on this one in the future. My real questions is as follows: Since we split the rehab costs and agreed to split profits, my partner first wrote me a check to reimburse me for rehab costs that I had in, and then a separate check that covers our 50/50 split of profit but basically wrote the check out as payment for my work on the house instead of stating it was a profit split. Speaking in terms tax implications, I guess my concern is that it might be treated differently if shown strictly as profit vs payment for labor. There may be no difference, but I wanted to be sure before tax season gets here. I plan to talk to a local CPA if needed (and of course when taxes need to be done), but so far am having trouble finding those with real estate backgrounds, at least by recommendation by those I trust. Thanks for any help and sorry for the long winded topic!

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CPA · Raleigh, NC · Member since 2013 · 1k+ posts · 2k+ votes
10y

@Aaron Scott if you had no equity in the deal, it will be a lot easier to pass off as a sole proprietor, which in your case I believe will be advantageous (again, haven't seen all facts and circumstances so can't say for sure). 

Some things you will want to do, literally within the next week: 

(1) Most important: get a CPA;
(2) consider utilizing retirement plans available to sole props to defer taxable income;
(3) gain a full understanding of the business deductions available to offset your earned income and documentation requirements; and
(4) gain understanding of whom you may need to issue a 1099 to and what you need in order to do so.

@Percy N. flips are always subject to ordinary income taxes, regardless of how long they are held. Additionally, flips are considered inventory and therefore excluded from capital gains taxation (both short and long). Hope this helps!

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  • Aaron ScottPro Member
    OP
    Investor · Huntsville, AL · Member since 2013 · 29 posts · 5 votes
    10y

    And to clarify, profit is defined as what's left over, after my partner was paid back for buying the house and his part of rehab expenses, and I was paid back my half of the rehab expenses. Thanks again.

  • CPA · Raleigh, NC · Member since 2013 · 1k+ posts · 2k+ votes
    10y

    @Aaron Scott it depends on how the contract was structured, written or verbally. Did you solely split profits or did you also own a portion of the equity? A critical question. 

    If you were just splitting profits, I'd take the position that you were not a partner and were acting more like a GC. Your "partner" would need to issue you a 1099 detailing the compensation paid out to you. Additionally, you will need to have great records indicating your expenses so that the full compensation you received isn't taxable. This will likely be advantageous for you. (I say "likely" because no one can say for certain without understanding all the facts and circumstances). 

    On the other hand, if you are a partnership, we have more issues: (1) what were the owner contributions/distributions; (2) what are your capital accounts; and (3) who is going to initiate and complete the filing of Form 1065 (partnership return)?

    The income itself will be taxed the same way: Self Employment taxes plus your marginal rate. BUT, depending on whether you are a sole proprietor (the first scenario) or a partnership (the second scenario) depends on what types of tax avoidance options are available to you.

  • Aaron ScottPro Member
    OP
    Investor · Huntsville, AL · Member since 2013 · 29 posts · 5 votes
    10y
    Originally posted by @Brandon Hall:

    @Aaron Scott it depends on how the contract was structured, written or verbally. Did you solely split profits or did you also own a portion of the equity? A critical question. 

    If you were just splitting profits, I'd take the position that you were not a partner and were acting more like a GC. Your "partner" would need to issue you a 1099 detailing the compensation paid out to you. Additionally, you will need to have great records indicating your expenses so that the full compensation you received isn't taxable. This will likely be advantageous for you. (I say "likely" because no one can say for certain without understanding all the facts and circumstances). 

    On the other hand, if you are a partnership, we have more issues: (1) what were the owner contributions/distributions; (2) what are your capital accounts; and (3) who is going to initiate and complete the filing of Form 1065 (partnership return)?

    The income itself will be taxed the same way: Self Employment taxes plus your marginal rate. BUT, depending on whether you are a sole proprietor (the first scenario) or a partnership (the second scenario) depends on what types of tax avoidance options are available to you.

     Thanks for your response Brandon. This was structured only verbally, and as is often the case, we moved quickly on a deal, which could have been structured better had we the time. I believe I have acted as a sole proprietor and understood myself to be acting as so from the beginning (to go further, I understood my "partner" to be acting in the same manner), but I'm also no expert on the particulars of how that is determined and how my situation may be perceived by those that are. My "partner" owned 100% of the property, hence I had no equity unless it could be defined in some other means. I did keep and file electronically copies of all receipts as well as descriptions of all work done and materials required to complete the work. Only some material was purchased by myself and some by my "partner", but all is documented by who made the purchases as well.

    I guess the question comes out as, what does it take for someone to consider it a partnership? Could it be considered so, what are your thoughts with the additional input?

    Thanks again.

  • Developer · Philadelphia, PA · Member since 2015 · 2k+ posts · 904 votes
    10y
    Was the flip under a year? Will it be considered short term capital gains?
  • Aaron ScottPro Member
    OP
    Investor · Huntsville, AL · Member since 2013 · 29 posts · 5 votes
    10y
    Originally posted by @Percy N.:

    Was the flip under a year? Will it be considered short term capital gains?

     Yes, under a year. So I believe yes on the short term Capital gains. Not sure how or if that part will affect my portion here though.

  • CPA · Raleigh, NC · Member since 2013 · 1k+ posts · 2k+ votes
    10y

    @Aaron Scott if you had no equity in the deal, it will be a lot easier to pass off as a sole proprietor, which in your case I believe will be advantageous (again, haven't seen all facts and circumstances so can't say for sure). 

    Some things you will want to do, literally within the next week: 

    (1) Most important: get a CPA;
    (2) consider utilizing retirement plans available to sole props to defer taxable income;
    (3) gain a full understanding of the business deductions available to offset your earned income and documentation requirements; and
    (4) gain understanding of whom you may need to issue a 1099 to and what you need in order to do so.

    @Percy N. flips are always subject to ordinary income taxes, regardless of how long they are held. Additionally, flips are considered inventory and therefore excluded from capital gains taxation (both short and long). Hope this helps!

  • Aaron ScottPro Member
    OP
    Investor · Huntsville, AL · Member since 2013 · 29 posts · 5 votes
    10y
    Originally posted by @Brandon Hall:

    @Aaron Scott

    Some things you will want to do, literally within the next week: 

    (1) Most important: get a CPA;
    (2) consider utilizing retirement plans available to sole props to defer taxable income;
    (3) gain a full understanding of the business deductions available to offset your earned income and documentation requirements; and
    (4) gain understanding of whom you may need to issue a 1099 to and what you need in order to do so.

    @Percy N. flips are always subject to ordinary income taxes, regardless of how long they are held. Additionally, flips are considered inventory and therefore excluded from capital gains taxation (both short and long). Hope this helps!

     All good info! And thanks for the reminder on Capital Gains, I haven't been around in a while and really need to spend some time digging back into the site and all its wealth of info.

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