If I let someone into a syndication deal as an LP and they have an outstanding tax obligation with the IRS and for whatever reason, the IRS initiates an asset seizure in order to satisfy the tax debt...
1) How would they treat one of my investor's LP interests?
2) Could they take possession of the LP's stake? And/or perhaps force a sale and dissolution of the entire partnership?
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jesus. would love to hear the reason you're asking this.
Quarantine is a hell of a drug.
Dilligencing an LP in a sub-performing loan sale I'm syndicating
Great question. Following.
Obligatory not a lawyer but have some working knowledge of asset level secondaries.
The interest will still be subject to the LLC's Operating Agreement. The OA should have language regarding dissolution.
Salud
Can the IRS supercede the language in my OA regarding dissolution? The last thing I want is the IRS taking possession or filing a lien on the LP's interest (and becoming a partner in my deal) and then forcing us to sell the asset(s) in order to satisfy his debts.
They shouldn't be able to do that if it is set up as an LLC. The only thing they could do is if their are any distributions they take the person's distribution.
If you intentionally took actions to assist this LP in hiding assets or somehow intentionally stripped the equity to protect this LP then no. Voting & economics from the LP would go to the IRS once they take possession of the asset.
If any other creditors appear and have a judgment against your LP they can be attached to this interest. You could theoretically buy those judgments yourself which typically trade at a discount and attach them as you know better than anyone when capital events will take place. If you buy and attach a judgment you would essentially be paying yourself with the balance going to the LP.
*I am not a lawyer & this is not legal advice.
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