Moving away from the C-corporation: Understanding REITs, MLPs, PTPs, and BDCs

IFLR Webinar

11/11/2014 11:00 a.m. - 12:30 p.m. EST

Banking + Financial Services, Corporate Finance | Capital Markets, Financial Institutions + Financial Services, Investment Management, and Business Development Companies


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Harrison Lawrence
(212) 336-4004

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Traditionally, most public companies in the US were organized as C-corporations. However, tax developments in recent years have given corporate planners a wide range of new tools to structure a public company. For example, tax pass-through MLP and REIT structures are spreading into new asset classes. Also, traditional double taxed ‘C’ corporations are using tax pass-through entities, including REITs and partnerships, to reduce or eliminate entity-level taxes as well as optimize their internal structures with tax ‘disregarded entities’. These new tools lead to a variety of tax choices in deciding how to structure a public company.

During this briefing, which is intended for a general audience, the speakers will explain the structures, restrictions and pitfalls in this evolving hybrid world of C-corporations mixed with tax pass-throughs. Specifically, they will discuss:

  • Master limited partnerships,
  • REITs and alternative assets that may qualify as ‘real estate’,
  • Using REITs to unlock real estate currently held in corporate form,
  • Business development companies,
  • Consolidated groups of corporations and disregarded entities, and
  • Up-C structures.


  • Remmelt Reigersman, Morrison & Foerster
  • Tom Humphreys, Morrison & Foerster
  • Tom Young, IFLR (moderator)

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