In the case of any distribution by a partnership to a partner, such partner shall be treated as recognizing gain in an amount equal to the lesser of—
(1)the excess (if any) of
(A) the fair market value of property (other than money) received in the distribution over
(B) the adjusted basis of such partner’s interest in the partnership immediately before the distribution reduced (but not below zero) by the amount of money received in the distribution, or
(2)the net precontribution gain of the partner.
Gain recognized under the preceding sentence shall be in addition to any gain recognized under section
731. The character of such gain shall be determined by reference to the proportionate character of the net precontribution gain.
(b) Net precontribution gain
For purposes of this section, the term “net precontribution gain” means the net gain (if any) which would have been recognized by the distributee partner under section
704(c)(1)(B) if all property which—
(1)had been contributed to the partnership by the distributee partner within 7 years of the distribution, and
(2)is held by such partnership immediately before the distribution,
had been distributed by such partnership to another partner.
(c) Basis rules
(1) Partner’s interest
The adjusted basis of a partner’s interest in a partnership shall be increased by the amount of any gain recognized by such partner under subsection (a). For purposes of determining the basis of the distributed property (other than money), such increase shall be treated as occurring immediately before the distribution.
(2) Partnership’s basis in contributed property
Appropriate adjustments shall be made to the adjusted basis of the partnership in the contributed property referred to in subsection (b) to reflect gain recognized under subsection (a).
(1) Distributions of previously contributed property
If any portion of the property distributed consists of property which had been contributed by the distributee partner to the partnership, such property shall not be taken into account under subsection (a)(1) and shall not be taken into account in determining the amount of the net precontribution gain. If the property distributed consists of an interest in an entity, the preceding sentence shall not apply to the extent that the value of such interest is attributable to property contributed to such entity after such interest had been contributed to the partnership.
(2) Coordination with section
This section shall not apply to the extent section
751(b) applies to such distribution.
(e) Marketable securities treated as money
For treatment of marketable securities as money for purposes of this section, see section
1997—Subsec. (b)(1). Pub. L. 105–34substituted “7 years” for “5 years”.
1996—Pub. L. 104–188provided that section 1937(a) ofPub. L. 102–486, shall be applied as if “Subpart B” appeared instead of “Subpart C”. Section 1937(a) ofPub. L. 102–486directed amendment of subpart C of this part by adding this section at the end thereof.
1994—Subsec. (c)(1). Pub. L. 103–465, § 741(b)(1), amended last sentence generally. Prior to amendment, last sentence read as follows: “Except for purposes of determining the amount recognized under subsection (a), such increase shall be treated as occurring immediately before the distribution.”
Amendment by Pub. L. 105–34applicable to property contributed to a partnership after June 8, 1997, but not applicable to any property contributed pursuant to a written binding contract in effect on June 8, 1997, and at all times thereafter before such contribution if such contract provides for the contribution of a fixed amount of property, see section 1063(b) ofPub. L. 105–34, set out as a note under section
704 of this title.
Effective Date of 1994 Amendment
Amendment by Pub. L. 103–465applicable to distributions after Dec. 8, 1994, and not applicable to certain distributions before Jan. 1, 1995, distributions in liquidation of partner’s interest, or distributions in complete liquidation of publicly traded partnerships, see section 741(c) ofPub. L. 103–465, set out as a note under section
731 of this title.
Section applicable to distributions on or after June 25, 1992, see section 1937(c) ofPub. L. 102–486, set out as an Effective Date of 1992 Amendment note under section
704 of this title.
The table below lists the classification updates, since Jan. 3, 2012, for this section. Updates to a broader range of sections may be found at the update page for containing chapter, title, etc.
The most recent Classification Table update that we have noticed was Tuesday, August 13, 2013
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