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Updated almost 13 years ago on . Most recent reply

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Chris Martin
  • Investor
  • Willow Spring, NC
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Is a capital contribution a "sale" in 1031 exchange?

Chris Martin
  • Investor
  • Willow Spring, NC
Posted

In a 1031 exchange context, does a capital contribution to an LLC qualify as a "sale"?

Here's the scenario. Collectively, like-minded Investors A through M want to combine property in a fractured ownership, multifamily neighborhood to form a 'super majority'. Yes, there is a governing declaration. A 'Collector LLC' (C-LLC) will be the owner and each individual owner will make capital contributions of property, deposits, but probably no cash... less any liabilities... for an ownership stake in C-LLC. As a passthrough entity, C-LLC will distribute earnings in proportion to their ownership percentage and Investors A through M will each receive a K-1 just like members in any other LLC.

Investor H, say, wants to contribute property but wants to consider this a 1031 sale. Basically this individual would go from 100% ownership in a single property, for instance, to X% ownership (X about 2%, depending on equity) in C-LLC. The goal is to have this transaction tax deferred via 1031 exchange.

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