Webinar
This course is drawn from Steve Gorin’s 1st quarter 2026 newsletter. A large majority of it will be devoted to basis step-up strategies for partnerships and S corporations, including a recent case refusing to recognize an event triggering an IRC § 754 election. The last part will discuss debt vs. equity in light of a 2023 case and 2025 statutory changes.
April 28, 2026
12:00 PM CT
Events Triggering § 754 Election
Most estate planners know that, when a partner dies, the partnership can elect under IRC § 754 to pass along to the partnership’s assets the basis step-up in the partnership interest. This webinar will discuss:
- Broad ideas of how the § 754 election actually leads to stepping up the partnership’s assets basis (an “inside basis step-up)
- Events other than death that trigger this step-up, including the adverse Otay Project, LP v. Commissioner, T.C. Memo. 2026-21.
- Strategy when a § 754 election is not timely made, including triggering an event or liquidating the partnership
S Corporation Inside Basis Step-Up
Unlike the death of a partnership, the death of a person owning S corporation stock does not generate an inside basis step-up. This webinar will discuss:
- How to replicate an inside basis step-up when the circumstances are right
- How to get assets out of an S corporation to provide some inside basis step-up opportunities
Debt vs. Equity
For many years, C corporations have been using debt created on formation to extract earnings without paying a dividend. Debt is also critically important to intrafamily sales of any type of business entity. This webinar will discuss:
- Regulations on debt vs. equity and the rejection of debt status in Keeton v. Commissioner, T.C. Memo. 2023-35
- When interest on business debt is not deductible, under 2017 tax law changes that were modified in 2025, and opportunities to work around the issue
CLE
The live presentation of this webinar was approved for 1.50 hours of general CLE credit in California, Illinois, and Texas; 1.80 hours of general CLE credit in Missouri; and 1.50 hours of professional practice CLE credit in New York. Please visit the CLE Overview page to see how the CLE credit for this recorded webinar can be applied in CA, IL, MO, NY, & TX.
If you are interested in receiving CA, IL, MO, NY, or TX CLE credit for watching the recorded presentation, you must register for the program by clicking here.
Participants will only be emailed a Certificate of Attendance if the webinar is viewed in its entirety. If you were unable to view the webinar in its entirety, please contact webinarinquiries@thompsoncoburn.com to see if you are eligible to receive partial credit.
If you do not receive your Certificate of Completion, please e-mail webinarinquiries@thompsoncoburn.com.
