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I have a new LLC client (multi member and it is taxed as a partnership). Two partners. In 2020, they had bought LLC that they both previously worked for. It is an architecture firm. One of those two partners was an individual client of mine for about 15 years
Anyway, in 2020, it was just one of these 2 partners as 99% owner and the two partners that were bought out as .05% owners. Even though I did quarterly estimates for 2021, I had no idea that they were still paying out to the two previous owners of the LLC from when they bought it.
The prior .05% partners did not have their 2020 K-1s marked as final. Didnt realize that until today. Their capital accounts were zero, but it still had an ending capital percentage of .05% at the end of 2020.
So, my questions are:
How does the $60,960 in payments to the prior partners get treated. In 2020 it was guaranteed payments. Which made sense as they were still partners. But now in 2021 they wouldn't be. Unless that is why the 2020 K-1 wasn't marked as final and I am still supposed to issue a K-1 with the $60,960 as guaranteed payments, but no other activity on the K-1.
Or do I issue a 1099 to that partner? I don't think it would be a 1099-NEC. Maybe Box 3 on a 1099-MISC?
I asked them now for a copy of the sale. So I can see if it has a breakdown of what they paid for. Mainly to see if part or all of these are Section 736 (b) payments. I assume they paid something for the assets and something for the clients. So it may be a combination of Section 736 (a) and Section 736 (b). There is nothing on the 2020 K-1s to the outgoing partners that make it look like there was a sale. Nothing on Box 9c or Box 10 of the K-1
I feel like a dope for not realizing they were still paying the old partner in 2021. But, when i did the estimates, I just had a P+L Total, not a P+L detail where I would have then probably noticed a category for this.
Any help on this = I greatly appreciate it
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