Every indexed document

ownership in the partnership is held through another person

IRS Chief Counsel reasoned that the statutory language indicated that

the small partnership exception did not apply in either case.

the IRS determined that the SMLLC—not its individual sole

47 but the IRS could levy on the taxpayer's distributive

may file a federal tax lien only against the QSub's or QRS's property

in the event of a failure to pay the liability

their owners are not liable for deficiencies relating to a tax

the IRS may assess the deficiency directly against the SMLLC. 42 In the event

assume that for a tax year ending before the merger occurred the IRS

the SMLLC is liable for the corporation's taxes that remain unpaid

the SMLLC is the successor to the corporation

but Regs. 301.7701-2(c)(2)(iv) and (v) should also cover

but the excise tax provision applies to liabilities imposed and

the QSub regulation treats a QSub as a corporation for employment and

and payment obligations. 32 That provision treats an eligible single-owner DRE as a

SMLLCs) as corporations for employment tax purposes. 27 Thus

the IRS issued proposed regulations governing the treatment of DREs for

and holds mainly real estate. 19 REITs generally receive conduit income

a non-electing SMLLC is generally ignored for federal tax