Will I Lose The Capital Gains Exclusion If I Gift My Home Through An LLC

Question: Dear Mr. Pancheri, I read your greatmembership units. It's important that you create
article "Gifting Real Estate Under the Annual Giftenough membership units in the LLC so that the
Tax Exclusion." In this article you explain that anvalue of each unit is somewhat less than the
LLC can be used to accomplish this. I amamount of the annual gift tax exclusion. Then you
considering an LLC as a method to gift my housecan give your son one membership unit each year
to my son. I have two questions:- Is there anywithout having to pay a gift tax or use any of
change in the basis when membership units areyour unified credit against gift or estate taxes.
transferred (that is, can I take advantage of theOver a period of time, your house will be
Capital Gains exclusion)?transferred entirely to your son without any gift
Question: Dear Mr. Pancheri, I read your greator estate taxes. Of course, the article also
article "Gifting Real Estate Under the Annual Giftdiscussed ways to accelerate this whole process
Tax Eby having your spouse elect to join in on the gift,
-Can property taxes continue to be used as anand by making gifts to your son's spouse and/or
income tax deduction when property is in anchildren.Now that we've put all this into
LLC?I appreciate your help. Thanks. E.R.Answer:perspective, let's tackle your specific questions.
Dear E.R. - You ask some very good questionsYou asked, first, whether there is any change in
that need to be addressed before you startthe basis when membership units in the LLC are
giving away your home, whether through an LLCtransferred to your son and/or others? Under
or otherwise.First, let's step back a bit andcurrent income tax laws, if you transfer your
consider the consequences of selling your homehome to an LLC in exchange for 100% of the
outright to a third party rather than gifting it tomembership units, no gain or loss is recognized.
your son. Under §121 of the InternalThe value of your membership units is assumed
Revenue Code, you can exclude up to $250,000to be equal to the value of the property
of gain realized from the sale or exchange oftransferred (i.e., your home, in this case), and
your personal residence if you owned and usedyour tax basis in the membership units is deemed
the property as your personal residence for atto be equal to your tax basis in your home
least two years during the five-year period endingimmediately prior to the transfer. In our
on the date of the sale or exchange. This can behypothetical, the value of your home was
an important tax benefit if you meet theassumed to be $550,000 and your tax basis was
requirements and your personal residence hasassumed to be $300,000. Following the transfer,
appreciated considerably in value. For example, ifthe value of your membership interests in the
you purchased your home for $300,000 and thenLLC is assumed to be $550,000 and your tax
sold it for $550,000, your gain of $250,000 wouldbasis in the membership units is assumed to be
normally be subject to a tax of around $37,500.$300,000. If you received more than one
However, under I.R.C. §121, this tax ismembership unit in the LLC at the time of the
avoided on the sale of a personal residence.If youtransfer (which you should in order to bring the
give your house to your son instead of selling itvalue of each unit to less than $12,000), then
to a third party, the tax consequences areyour tax basis in each membership unit would be
different. By gifting it to your son, you will avoidequal to your basis in the property transferred
the capital gains tax. That's because a gift is not adivided by the number of membership units you
sale or exchange of the property. In that case,received. Assuming you received 47 membership
your son would step into your shoes and assumeunits following the transfer, your tax basis in each
your tax basis (i.e., $300,000 from ourunit would be $6,383.If you then starting gifting
hypothetical above). If he later sells your home,membership units to your son, each membership
he would pay a capital gains tax on the differenceunit that your son received would carry a tax
between the sales price and his $300,000 basis.basis equal to your tax basis in that unit (i.e.,
Of course, if he meets the requirements of I.R.C.$6,383 in our hypothetical). If your son later sold
§121, he would be able to avoid the capitalone or more of his membership units, then he
gains tax on the first $250,000 ($500,000 if he'swould incur a capital gains tax on the difference
married) of appreciated value as well.Now let'sbetween the sale price and his tax basis of
consider the estate-tax benefits of gifting your$6,383.You also asked whether you could take
home to your son rather than selling it. Let'sadvantage of the Capital Gains exclusion under
assume that your overall estate is currentlyI.R.C. §121 if you transferred your home to
valued at more than $2 million ($4 million if you'rean LLC. The IRS has generally treated single
married). In that case, if you simply deeded yourmember LLCs as disregarded entities, which
home over to your son, you would pay nomeans that if you transfer your home to an LLC
income taxes or gift taxes on the transfer.and take back all the membership units, you'll still
However, to eliminate the gift tax, you wouldbe eligible for the capital gains exclusion if the LLC
have to use a portion of your unified creditthen sells the home.However, if you transfer one
against the gift and estate tax.So, what's theor more membership units to another person (i.e.,
benefit of gifting your home to your son nowyour son) while the LLC still owns the home, then
instead of giving it to him upon your death? Bythe LLC will be converted from a disregarded
giving it to him now, you avoid the estate tax onentity to a partnership for tax purposes. In that
the value of the appreciation of your home fromcase, it appears that you will lose the capital gains
the time of the gift to the date of your death.exclusion if the LLC then sells the home while you
That could be significant in view of rapidlystill own some of the membership units. In that
increasing property values. For example, if yourcase, the LLC would have to file a partnership tax
home increases in value from $550,000 to $1return, and the net profits would then be taxed
million from now until you die, then you will haveto you and your son in proportion to your
avoided the estate tax on $450,000 - a tax ofmembership interests.Incidentally, any real estate
approximately $207,000 under current estate taxtaxes paid by the LLC would be fully deductible
laws.But, wouldn't it be better if you couldfor tax purposes. If you're the sole member, then
eliminate the estate tax on the entire value ofthe tax deduction would be claimed on Schedule
your home - not just the future appreciation? InA of your Form 1040. If you're not the sole
my article, entitled "Gifting Real Estate Under themember, then the taxes paid would reduce the
Annual Gift Tax Exclusion," I discussed the use ofnet profits on the LLC's partnership return, and
an LLC to do just that, by bringing the entire giftthe resulting taxable gain reportable by you would
under the annual gift tax exclusion (currentlybe reduced accordingly.While the loss of the
$12,000 per year per recipient). That would notCapital Gains exclusion may seem to be a deal
only avoid the estate tax on the appreciation inbreaker, it really shouldn't be. If your estate is
value, it would also exempt the current valuelarge enough to be subject to a federal estate
from the estate tax simply because you wouldn'ttax, then the estate tax savings will far out weigh
have to use any of your unified credit in theany loss of the capital gains tax exclusion.
process. In our hypothetical, the net estate taxMoreover, if your son owns the house and lives in
savings wouldn't be just $207,000 (the tax on theit for two years, he will be able to use the
appreciated value), it would be roughly $460,000exclusion himself. In that case, you won't have
(the tax on the $1 million date-of-death value.Thelost the exclusion, you'll just have shifted it to
technique is quite simple. In order to give youryour son.Attorney Michael Pancheri is a practicing
home away in increments that are valued at lessattorney and the founder and CEO of the Living
than the annual gift tax exclusion (currentlyTrust Network. You may contact him by email at
$12,000 per year), you would transfer your homeYou may also contact him at the Living Trust
to an LLC in exchange for 100% of theNetwork's web site. Its URL is 2006.