If I sell ownership in an LLC, do I get to claim past operating losses? Why are my capital losses on this transaction limited to $3,000?

[brucehyink17230]

It would appear that operation losses for 2015 have been included twice?  Would like to confirm I have entered everything correctly.  Information comes from the current K-1 (1065) issued by LLC and 1099-B issued by broker.

[Rick19744]

You have multiple questions here and not sure if they are all interrelated?

1) Did you sell all of your LLC interest or just part of it?
2) Is this a multi-member LLC interest that is being sold?
3) Are you saying you have suspended losses from the LLC?  Why?
4) Does the LLC have $$ invested with a brokerage?  Who's EIN is on the 1099-B?

[brucehyink17230]

Rick, thanks for your response.  To address your questions:
1)  Sold (disposed of) my entire interest.
2)  Not sure of your question.  I "owned" less than 1% of the LLC.  Other interests may have been sold independent of my action.
3)  My current understanding is that, passive activity losses are ordinary loss therefore not subject to the capital loss restriction of only allowing a $3,000 loss to be deducted each year. Passive activity loss is not allowed to be taken until the activity is sold at which point and the losses for all the prior years are now deductible.  This information addresses most of my concerns.
4)  Do not know the answer to the first part of the question.  The Broker's EIN is on the 1099-B.

[Rick19744]

ok.  Follow-up:

1)  There should also be a recipient EIN on your 1099-B.  Who's number is listed there?  Your SS#?
2) If the response to number 1 is your SS#, then what boxes have amounts listed? 1d?
3) Have you maintained a basis schedule in your LLC interest?
4) If number 3 is "no", which box is checked on your K-1 section L?  

Once I see the responses here, I can provide guidance.

[brucehyink17230]

1)  Yes, my SS
2) only box 1a
3)  Yes, and box "tax basis" is checked in section L

[Rick19744 · Accepted solution]

ok.  We're ready to go here.

• As you enter your final K-1 amounts in TT, make sure you indicate that you have sold your LLC interest.  There will be some follow-up questions related to the sale.
• You indicate that you have maintained a basis schedule AND that your K-1 section L indicates tax basis.  Do these two amounts agree?
• I assume from your facts that you have suspended losses?  If that is the case, then you will be able to utilize these on the current year tax return.  These will be freed up since you told TT you sold this entity.  These losses are ordinary losses; assuming that was their original character.
• Interesting that only box 1a of the 1099-B has an amount.  Almost seems worthless if this is all it has included.
• Regardless, you need to determine your basis after taking into account your final K-1 amounts EXCLUDING any liquidating distribution.
• Once you have determined your final basis you are able to determine your overall gain or loss.  
• Finally, you look at your basis and subtract your liquidating distribution.  If you still have basis remaining, this remaining amount means you have a capital loss.  If your basis goes "negative" then this means you have a capital gain to the extent of the negative amount.
• Regardless of whether you have a capital gain or capital loss, both of these amounts will be reported on Schedule D and the applicable form 8949.
• TT will compute this gain or loss as you answer the questions related to the sale.  The selling price is your liquidating distribution.  Then obviously your basis is your basis figure, once again before taking into account your liquidating distribution.