A selected bibliography.
In the last few years, the proliferation of limited liability companies (LLCs) and limited liability partnerships (LLPs) has generated a myriad of related publications, articles and other resources. The following is a list of materials that CPAs may find useful when doing research in this area.Journals
Journal of Limited Liability Companies Quarterly Warren, Gorham & Lamont
Subscription Software
CCH Tax Assistant for Limited Liability Companies Updated at least quarterly 1-800-344-3734
Newsletters
Limited, Liability Company Reporter Bimontly Business Entity Press 1-800-682-7318 E-mail:llcr@tcd.net
Limited Liability Entities Bimontly Data Trace Publishing Company 1-800-342-0454
Limited Liability Companies Advisor Monthly CCH 1-800-344-3734
Pass-through Taxation Bimonthly Warren, Gorham & Lamont 1-800-950-1210
Books
Taxation of Limited Liability Companies David J. Cartano http://www.loop.com./~cartano//llc.htm
Guide to Limited Liability Companies (4 vols.) Michael E. Mares and Stephen E. Pascarella, II Practitioners Publishing Co., 1996 and supp. 1-800-323-8724
Limited Liability Companies: Tax and Business Law Carter G. Bishop and Daniel S. Kleinberger Warren, Gorham & Lamont, 1994 and supp. 1-800-950-1210
Bromberg and Ribstein on Limited Liability Partnerships and the Revised Uniform Partnership Act Alan R. Bromberg and Larry E. Ribstein Aspen Law and Business Publishers, 1996 1-800-447-1717
Limited Lability Companies: Formation, Operation and Conversion Edited by Robert W. Wood John Wiley & Sons, Inc., 1994 and supp. 1-800-594-5396
Limited Liability Company & Partnership Answer Book Alson R. Martin Aspen Law & Business Publishers, 1996 1-800-447-1717
State Limited Liability Company Laws Edited by Michael A. Bamberger & Arthur J. Jacobson Aspen Law & Business Publishers, 1993 and supp. 1-800-447-1717
Limited Liability Company Handbook: Law, Sample Documents, Forms Mark A. Sargent and Walter D. Schwidetzky Clark Boardham Callaghan (West Group), 1992 and supp. 1-800-323-1336
Ribstein & Keatinge on Limited Liability, Companies (5 vols.) Larry E. Ribstein and Robert R. Keatinge Clark Boardman Callaghan (West Group), 1992 and supp. 1-800-323-1336
Limited Liability, Companies: Law, Practice, & Forms (4 vols.) Jeffrey C. Rubenstein, Lawrence H. Brenman and Nicholas G. Karambelas Clark Boardman Callaghan (West Group), 1994 and supp. 1-800-323-1336
Schorr on New York Limited Liability Companies & Partnerships Brian L. Schorr Clark Boardman Callaghan (West Group), 1994 and supp. 1-800-323-1336
State Tax Treatment of LLCs Francis X. Mellon RIA (STT95), 1995 and supp. 1-800-431-9025
Limited Lability Companies Francis X. Mellon RIA (LLC95), 1995 and supp. 1-800-431-9025
Starting a Limited Liability, Company Martin M. Shenkman, Samuel Weiner and Ivan Taback John Wiley & Sons, Inc., 1996 1-800-594-5396
The Limited Lability Company: The Better Alternative William D. Bagley and Philip P. Whynott Pioneer Printing, 1992 1-800-282-4552
The Limited Liability Company William D. Bagley and Philip P. Whynott James Publishing Company, 1994 and supp. 1-800-440-4780
The Essential Limited Lability, Company Handbook Lisa A. Alber Oasis Press/PSI Research through the Edward Lowe Foundation, 1995 1-800-357-5693
Form Your Own Limited Liability, Company Anthony Mancuso Nolo Press, 1996 1-800-992-6656
Limited Liability Companies Guide: Planning and Compliance for Today's Practitioner James C. Thomas and John C. Morgan Harcourt Brace Professional Publishing, 1995 1-800-831-7799
Choosing the Right Business Entity William R. Bischoff Harcourt Brace Professional Publishing, 1996 1-800-831-7799
How to Form and Operate a Limited Liability Company: A do-it-yourself guide Gregory C. Damman Self-Counsel Press through the Edward Lowe Foundation, 1995 1-800-357-5693
Choosing a Business Entity in the 1990s Coopers & Lybrand "Choice of Entity" National Tax Services 1800 M Street, N.W Washington, D.C. 20077-5984
How to Profit by Forming Your Own Limited Liability Company Scott E. Friedrnm Upstart Publishing, 1996 1-800-727-1766
Forming and Using Limited Liability Companies and Limited Liability Partnerships (3 vols.) Numerous Authors Practising Law Institute, 1996 and supp. 1-800-260-4754
Tax Planning for Corporate Joint Ventures, Partnerships and Other Strategic Alliances (3 vols.) Numerous Authors Practising Law Institute, 1996 and supp.
Guide to Limited Liability, Companies CCH (3d ed.), 1996 1-800-344-3734
What You Ought to Know, About Limited Liability Companies (Booklet) CCH, 1996 1-800-344-3734
Limited Liability, Companies Reporter J. Marc Ward CCH, 1993 and supp. 1-800-344-3734
Limited Liability Partnerships and Limited Liability Limited Partnerships (Treatise) J. William Callison
Shepard's/McGraw Hill, 1995 1-800-525-2474
Formation, Operation and Taxation of Limited Liability Companies J. William Callison West Publishing Co., 1995 1-800-328-9352
Partnership and Limited Liability Companies (LLCs): Uniform Acts, Taxation, Drafting, Securities, and Bankruptcy (2 vols.) ALI-ABA, 1994 and supp. 1-800-253-6397 (ext. 1650)
Partnership and LLC Litigation Manual: Actions for Accounting and Other Remedies James R. Burkhard ALI-ABA, 1995 and supp. 1-800-253-6397 (ext. 1650)
Basics of LLCs and LLPs: A Walk-Through Stuart Levine, Catherine B. Mabry and Marshall B. Paul MICPEL, 1996 1-800-787-0068
Limited Liability Entity Institute (Third Annual) Michael P. Donnelly, et al. MICPEL, 1996 1-800-787-0068
Continuing Professional Education
Limited Liability Companies Francis X. Mehon RIA (VPLLC), 1995
Practice Management -- Limited Liability Companies Cindy Seipel West Publishing Co., June 1995 1-800-937-8273
The Limited Liability Company Leslie S. Patrick Center for Continuing Education, March 1996, 1-800-443-6353
Limited Liability, Companies: Explanation and Analysis Maurice M. Cashin CCH (2d ed.), October 1995 1-800-344-3734
Pass-Through Entities Income Tax Refresher Course: Preparing Returns for LLCs, Partnerships and S Corporations Sidney Kess and Barbara Weltman CCH, November 1996 1-800-344-3734
Choice of Business Entity: More Options for New and Operating Businesses ALI-ABA, February 1995 1-800-253-6397 (ext. 1650)
Choice of Entity for Professional Practices: Tax Considerations ALI-ABA, Spring 1994 1-800-253-6397 (ext. 1650)
Planning and Using Limited Liability Vehicles: Limited Liability Partnerships, Limited Liability Companies, Limited Partnerships, and Limited Liability Limited Partnerships ALI-ABA, March 1996 1-800-253-6397 (ext. 1650)
LLC Revolution: LLCs versus S Corporations Brent A. Armstrong Hamilton Square Press, 1995 1-800-394-6275
The New Limited Liability Entities -- LLCs and LLPs Sharon L. Hawke MicroMash, 1996 1-800-272-7277
Best Articles by Category
* General overview/history
Ale, John C., "An Introduction to Limited Liability Companies," The Practical Tax Lawyer, December 1992, pp. 35-44
Banoff, Sheldon I., "Top Ten Reasons for Professionals to Consider Using LLCs," Taxes, September 1995, pp. 515-520
Cohen, Jerome B., "Limited Liability Companies: A New Choice of Entity for Tax Planners," The Practical Tax Lawyer, Winter 1993, pp. 39-52
Gazur, Wayne, "The Limited Liability Company Experiment: Unlimited Flexibility, Uncertain Role," Law & Contemporary Problems, Spring 1995, pp. 135-185
Horwood, Pichard M. and Hechtman, J. A., "The Limited Liability Company: The New Kid in Town," The Journal of Corporate Taxation, Winter 1994, pp. 334-350
Koutrodimos, Demetrios P, Buehrle, Edward V. and Moore, Charles K., "LLCs Can Protect Members and Provide Flexible Operations," Taxation for Accountants, January 1994, pp. 30-37
Leimberg, Stephan R. and Kurlowicz, Ted, "The Financial Services Professional's Guide to Limited Liability Companies (LLCs)," The Journal of the America Society of CLU & ChFC, November 1994, pp. 48-57
Martin, Donald, "LLC: A Business Form Worth Considering," The National Public Accountant, November 1994, pp. 32-44
Schatz, Louis B., Gorski, Walter J. and Schatz, Nathan, "What Every Insurance Professional Needs to Know About Limited Liability Companies," Journal of the American Society of CLU & ChFC, May 1996, pp. 80-90
Ward, J. Marc, "An Overview of Limited Liability Companies," The Practical Real Estate Lawyer, March 1993 pp. 61-73
* Entity classification
"Drafting LLC-Partnership Agreements Pending `Check-The-Box,'" The Journal of Taxation, April 1996, pp. 254-255
Adams, Kimberely J., "Proposed Regs Aid LLC Classification," National Underwriter, July 22, 1996, pp. 17-19
Frost, Steven G., "Doubts Still Remain as to When an Entity Will Be Taxed as a Partnership," The Journal of Taxation, December 1993, pp. 376-383
Horwood, Richard M. and Hechtman, J. A., "The IRS Provides a Roadmap for LLC Taxation," The Journal of Corporate Taxation, Autumn 1995, pp. 247-254
Jordan, Martha W. and Kloepfer, Peter K., "The Limited Liability Company: Beyond Classification," Taxes, April 1991, pp. 203-212
Kalinka, Susan, "The Limited Liability Company and Sub-chapter S: Classification Issues Revisited," University of Cincinnati Law Review, December 1992, pp. 1083-1103
McKinney, H., Jr., "How to Ensure Partnership Tax Treatment for an LLC," The Tax Adviser, August 1995, pp. 481-483
McKinney, H., Jr., "LLCs: Entry-Level Tax Considerations," The Tax Adviser, August 1995, pp. 486-488
Schmalz, John G. and Starr, Samuel P., "IRS Provides Welcome Certainty in the Classification of LLCs as Partnerships," The Journal of Taxation, May 1995, pp. 260-265
Wirtz, Francis J. and Harris, Kenneth L., "Assessing the Long-Awaited LLC Classification Guidelines," Taxes, February 1995, pp. 51-62
* Comparison with other entities
Altieri, Mark P., "Considerations in Determining Whether to Elect S Corporation or LLC Status," The Tax Adviser, September 1996, pp. 547-553
Cain, R. and Garrison, L.R., "The Limited Liability Company: When Is It the Right Choice?," The Journal of State Taxation, Spring 1993, pp. 52-62
Cecil, H. Wayne, Ciccotello, Conrad S. and Grant, C. Terry, "The Choice of Organizational Form," Journal of Accountancy, December 1995, pp. 45-52
Hamm, Richard A. and Sklar, Bradley J., "The Limited Liability Company: A New Type of Borrowing Entity," Journal of Commercial Lending, March 1994, pp. 14-23
Melcher, Peter J., "Estate Planning Advantages of LLCs Over S Corporations," Taxes, March 1995, pp. 14-23
Miller, Carol J. and Bunn, Radie, "Limited Liability Companies: "The Best of Both Worlds," The National Public Accountant, February 1995, pp. 36-47
Parker, R. L., "Corporate Benefits Without Corporate Taxation: Limited Liability Company and Limited Partnership Solutions to the Choice of Entity Dilemma," San Diego Law Review, Summer 1992, pp. 399-496
Samuelson, Donald P., Cavett, Gary M. and Clifton, James W., "Choosing the Form of Business for Professionals," Taxation for Accountants, January 1995, pp. 28-34
Weiner, A. E., "Considerations When Asking: To Be or Not To Be an LLC?," The Tax Adviser, October 1993, pp. 645-647
Witner, Larry and Simons, Kathleen, "Tax Aspects of Limited Liability Companies," The CPA Journal, August 1993, pp. 22-32
Zeidman, David S., "Workout or Bankruptcy's Effects Depend on Entity," Taxation for Accountants, July 1995, pp. 38-47
* Election parameters
Baldwin, D. M., "Creating the Limited Liability Company," Legal Assistant Today, March/April 1993, pp. 92-100
Clolery, Paul, "LLPs/LLCs: Bulletproofing Your Firm," The Practical Accountant, September 1994, pp. 24-32
Frost, Steven G., "Square Peg, Meet Round Hole: Classifying LLC Members as General Partners or Limited Partners for Federal Tax Purposes," Taxes, December 1995, pp. 676-714
Harris, K. L. and Wirtz, F. J., "Corporate Governance, Limited Liability Companies and the IRS's View of Centralized Management," Taxes, April 1993, pp. 225-231
Mares, Michael E., Pascarella, Stephen E. and White III, Albert S., "The Importance of a Well-Drafted LLC Operating Agreement," The Tax Adviser, August 1996, pp.484-487
Miller, Sandra K., "Increased Flexibility of Limited Liability Company Operating Agreements Raises Questions About Tax Treatment," Taxes, October 1994, pp. 411-422
Wirtz, Francis J., "Section 469: Material Participation Standards for LLC Members," Taxes, July 1996, pp. 411-422
Wirtz, Francis J. and Harris, Kenneth L., "The Emerging Use of the Limited Liability Company," Taxes, June 1992, pp. 377-397
* Conversion
"Less Paperwork in Partnership-to-LLC Conversion," Taxation for Accountants, June 1995, p. 365
"No Termination or Gain on Change of Partnership to LLC," The Journal of Taxation, March 1994, pp. 162-163
Cochran, Carol M., Blazek, Michele M. and Elliott, Patricia C., "The Costs of Converting a Partnership to an LLC," The Tax Adviser, August 1995, pp. 455-464
Crowley, Michael J., "Rev. Rul. 95-37: Conversion of a Partnership Interest into an LLC Interest," The Tax Adviser, September 1995, pp. 543-544
Erickson, Paul and Sanders, Buddy J., "Avoiding the Tax Bite in Converting to an LLC," Taxation for Accountants, August 1995, pp. 74-78
Etkind, Steven M., "Estate Planning Issues When Converting an S Corporation into an LLC," The CPA Journal, August 1995, pp. 56-57
Lipton, Richard M., "Choice of Entity: How to Choose, How to Change," Taxes, June 1994, pp. 309-326
Summa, Jeffrey D., "Should You Convert to a Limited Liability Company?," Journal of the American Society of CLU & ChFC, January 1996, pp. 57-61
Wells, Thomas M. and Pantano, Anthony, "Should You Convert to a Limited Liability Company?," The Practical Tax Lawyer, Winter 1995, pp. 13-17
* Resolving particular issues
Baptiste, Phillip J. and Moore, Tracy J., "Negative Aspects to Using LLCs for Operating Companies," The Tax Adviser, August 1996, pp. 472-473
Brown, Patrick T., "Liability and Basis Issues Concerning LLCs/LLPs," The CPA Journal, March 1995, p. 59
Cochran, Carol M., "Key LLC Issues and Answers," The Tax Adviser, July 1996, pp. 418-424
Lipton, Richard M., Loffman, Leslie H. and Presant, Sanford C., " Restrictive Proposed Regulations on Publicly Traded Partnerships Could Cause Any Partnership to be Taxed as a Corporation," Taxes, September 1995, pp. 475-488
McCarthy, Patrick and Albretsen, Robert, "The Risks an Rewards of Limited Liability Companies," Taxation for Accountants, April 1996. pp. 226-234
* Accounting method
"LLC Rulings Put Gloss on Tax Status, Accounting Method Issues," The Journal of Taxation, May 1996, pp. 316-319
Baptiste, Phillip J., "LLCs and the Cash Method of Accounting," The Tax Adviser, August 1995 pp. 467-468
McKoy, L.W., "IRS Addresses LLC Issues in Delaware Statute and Cash-Basis Accounting," The Tax Adviser, August 1993, pp. 509-510
* Self-employment tax issues
Becourtney, Neil, "Federal Payroll Rules: One Reason Not to Form an LLC," The CPA Journal, February 1995, pp. 196-199
Levine, Stuart and Paul, Marshall B., "Prop. Regs. Use `Management Rights, Litmus Test for LLC Members' SE Tax Liability," The Journal of Taxation, April 1995, pp. 196-199
Sider, William E., "Self-Employment Tax Rules May Exclude Some LLC Members," Taxation for Accountants, March 1995, pp. 132-136
Sturni, Michael A. and Sprohge, Hans, "Proposed Regulation Classifies LLC Members for Self-Employment Tax Purposes," The Tax Adviser, September 1995, pp. 545-548
* State tax issues
Boucher, Karen J., "State Tax Implications Uncertain for Corporate LLC Members," The Tax Adviser, November 1995, pp. 671-672
Pischak, Kathryn A., "State Tax Issues Complicate the Decision to Do Business as a Limited Liability Company," The Journal of Taxation, August 1995, pp. 76-80
* Interest as security/investment
Garrison, Michael J. and Knoepfle, Terry W, "Limited Liability Company Interests as Securities: A Proposed Framework for Analysis," American Business Law Journal, Summer 1996, pp. 577-644
Price, Charles E. and Edmonds, Charles, "Limited Liability Companies as Investment Vehicles," Real Estate Review, Fall 1992, pp. 28-32
Witner, Larry and Rosenberg, Donald L., "Limited Liability Companies in Real Estate Ventures," Real Estate Law Journal, Summer 1993, pp. 55-60
* Miscellaneous
Landau, Zev, "Limited Liability Companies and Liquidation of Subsidiaries," The CPA Journal, March 1995, pp. 59-60
Reibman, Richard T. and Rappaport, Bret, "Limited Liability Companies and the Bankruptcy Code," Taxes, October 1996, pp. 617-620
Reynolds, Clayton S., "Treatment of Recourse Liabilities in the Context of a Limited Liability Company," Taxes, June 1996, pp. 397-403
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| Title Annotation: | books and articles on the law and taxation of limited liability companies and partnerships |
|---|---|
| Author: | Yetmar, Scott A. |
| Publication: | The Tax Adviser |
| Article Type: | Bibliography |
| Date: | Apr 1, 1997 |
| Words: | 2346 |
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