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Law Educator, Esq.
Law Educator, Esq., Attorney
Category: Business Law
Satisfied Customers: 114797
Experience:  All corporate law, including non-profits and charitable fraternal organizations.
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Can my LLC merge with my c corp so that the LLC can take advantage

Customer Question

Can my LLC merge with my c corp so that the LLC can take advantage of the NOL carryforward to reduce my personal tax burden.
I have withdrawn a large amount of my IRA to fund an LLC startup. If I pass the NOL I accumulated in my C corp to my LLC through a statutory merger then, since the LLC is a pass-through entity, in theory the deduction could be claimed on my personal taxes.
I suspect I'm living in dreamland, but please let me know what is or is not possible.
Thanks.
Submitted: 1 year ago.
Category: Business Law
Expert:  Law Educator, Esq. replied 1 year ago.
Thank you for your question. I look forward to working with you to provide you the information you are seeking for educational purposes only.

You can institute a merger of your C-Corp with an LLC and have the LLC as the surviving entity. You can even convert your C-Corp to an LLC if you choose to do so, that is another option for you to consider other than the merger. Here is an explanation of both: http://www.aicpa.org/publications/taxadviser/2012/august/pages/lynch_august2012.aspx

If you merge the C-Corp into your LLC, then you can treat the assets or gains in the LLC as flow through to your personal taxes or check the box on the LLC tax form to have it taxed as a C-corp.