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I am changing from a Sole Proprietorship to a Multi-Member LLC. It is the same business in a different form. Does the depreciation have to start over with year one or does it continue as if no change occurred?


Michael O'Brien
Title: Principal Sales Engineer
Company: Intacct
(Principal Sales Engineer, Intacct) |

There are two very different issues at play with this question:
1. For GAAP purposes your "new" entity will be recapitalized based on the Fair Market Value of the assets contributed to the enterprise. An estimate of the FMV should be fair and objective - perhaps a professional appraisal of the assets contributed. That will be the basis for the assets and you will have to estimate the useful life to figure out the depreciation schedules and rates.

2. For Tax purposes the question is far more complex. It will depend on the type of taxation elected for the entity level (partnership, S-Corp, C-Corp). Best to consult a tax professional right from the start and get the asset basis established and tracked from day one.

Rita Wagner
Title: Manager
Company: Wagner Family Farms LLC
(Manager, Wagner Family Farms LLC) |

I don't think it is too complex, just need to know the answer for tax purposes. It will be a partnership with only two members. If I were guessing, I would say the basis to use for depreciation is the carryover basis (NBV) starting over with year one? Am I correct?


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