The Strategist

3rd Quarter Supplement 1996 - Volume 3 Issue 4


In our last issue, we reviewed some of the numerous tax law changes that will affect shareholders of subchapter S corporations. To briefly review, beginning in 1997, subchapter S corporations can have up to 75 shareholders. Additionally, a special type of trust referred to as an ESBT which stands for Electing Small Business Trust would be allowed to be a shareholder.

This type of trust could have multiple potential beneficiaries with no requirement to distribute income. Again, this takes place beginning January 1, 1997.

If you do not want to wait until January 1, 1997 to gift sub S stock to a trust but want the ability to accumulate the after-tax income of the S distributions in the trust, it now appears that there is a way as long as you set up the trust with just one beneficiary. How? Please read on.

Recently, the IRS released a private letter ruling (PLR 96 25031) that provides another alternative for existing owners of subchapter S stock. In this circumstance, a husband and wife wanted to create an irrevocable trust for the benefit of their adult child. The parents wanted to transfer non-voting stock of an S corporation to the irrevocable trust. The parents were also going to be the trustees of this trust. The parents would give the adult child 30 days to withdraw any contribution to the trust (a Crummey power). If the child did not withdraw the contribution to the trust, the trustees (parents) would have the ability to pay income and principal to the child as they saw fit (discretionary) with one caveat. The trust document required the parents to pay out only to the child the income tax liability that the child would face by being a subchapter S shareholder.

The taxpayer requested the IRS to rule favorably on 4 key issues and the IRS did! First, the IRS ruled that the gift to the trust would qualify for an annual gift tax exclusion. This is the $10,000 that an individual can give to any individual every year without paying a gift tax.

Second, the IRS ruled that the parents could be the trustees of this irrevocable trust without having the assets included in their estates. In other words, they could control the disposition on any income generated by the trust other than the tax liability required to be paid out to the adult child. Therefore, they could accumulate the funds and use this trust as a form of an asset protection trust for the child.

In reaching this conclusion, the IRS indicated that because the child could withdraw the contribution to the trust and that the trust assets would be included in the child's estate at his death, the assets would not be included in the parents' estate. Their reasoning behind this was that the parents had relinquished all rights to the assets of the trust.

Third, the IRS also indicated that the parents, as trustees, could appoint their successor trustee without causing estate inclusion of the trust in their estates. Previously, this was of great concern to many people in the estate planning marketplace as to whether or not this retained power to choose a trustee would cause estate inclusion of the assets.

Finally, the IRS indicated that the adult child would be considered the owner of the trust for estate purposes. By doing this, the IRS also directs that this trust would be a qualified shareholder of an S corporation. Remember, the trustees will only distribute the income tax liability that the child incurs. In other words, if the trust had $1000 of sub S income and the child is in the 40% tax bracket, the trustees would pay out $400 which is the child's income tax liability. The trustees would retain the remaining $600 in the trust for growth.

This is a break from the traditional thinking that a subchapter S trust must pay out all income to its single intended beneficiary. Beginning in 1997, a new trust called an ESBT can be a shareholder with the requirement to pay out any income and there can be multiple beneficiaries.

The IRS has also recently issued a private letter ruling (PLR 96 36033) that has tremendous implications for estate planning. This PLR acknowledges that split dollar can be done without a corporation involved and, in fact, a private individual such as a family member can take the place of the corporation's position.

A split dollar plan is generally derived between an employer and an employee (usually the business owner). The employee/owner usually will establish an irrevocable life insurance trust that will enter into a split dollar agreement with the corporation whereby the employer agrees to pay the vast majority of the cost of a life insurance policy and the employee or, in this case, the irrevocable trust, agrees to pay the lessor of a government PS 58 table or the actual insurance company's one year term insurance cost.

The employee will gift, in cash, to the irrevocable trust, the term insurance cost each year and the trust will contribute this toward the policy premium. At the employee's death, the corporation is repaid its premium advances in full with the balance of the death benefit going to the irrevocable trust. Therefore, the employee's irrevocable trust (outside of employee's estate) has received permanent insurance protection for no more than term insurance costs. However, the employee must gift the term insurance cost each year to the irrevocable trust.

In this PLR, the IRS has indicated to the party requesting the PLR that a permissible split dollar plan can occur between an irrevocable trust and a family member. Just as important, the IRS has also indicated a way around potential on-going gifts of the term costs.

Let's review the basics of the PLR. Dad established an irrevocable trust for the benefit of his child. Dad contributed cash to this trust. Dad retained no incidence of ownership and named his brother as trustee. The terms of the trust allow for discretionary income and principal to the child during Dad's lifetime and, after Dad's death, discretionary principal and income to Dad's wife or Dad's child The trustee elected to purchase life insurance on Dad's life but wanted to split the premiums with another party. The trustee and Mom entered into a split dollar arrangement whereby the mother would contribute the majority of the premiums and the trust would contribute only the term insurance costs each year. At Dad's death, Mom would be repaid the greater of the premiums she advanced or the cash surrender value of the policy. The trust would receive the balance of the death benefit.

The person requesting the PLR asked whether or not this would qualify as a split dollar arrangement and whether or not the premiums paid by Mom would be considered a gift to the trust. Mom has not decreased her estate since she will be repaid at the time of Dad's death. However, it does create an opportunity for Mom to make a loan to the irrevocable trust for insurance that will be outside of her estate and outside of her husband's (Dad's) estate. Dad would have the ability to pre-fund multiple years of the term insurance costs up front with a single gift. The earnings on the single gift can extend the number of years that the deposited dollars will provide for the term insurance. Again, only Dad's initial cash gift to the trust counts as a gift if all of the on-going PS 58 term costs have been paid by the trust from the original principal received by gift from Dad.

The IRS indicated that this arrangement is similar to split dollar arrangements that they have favorably ruled upon with corporations and felt as though it was a variation of a split dollar plan. Secondly, the IRS indicated that the premium payments (the advancements by Mom) would not be considered an additional gift to the irrevocable trust by Mom.

Why is this such great news for our readers? The answer is several-fold. First, many of our readers have sold their businesses and have terminated their split dollar agreements. Now there is another opportunity to enter into split dollar agreements using the same scenario described in this PLR, only Dad's initial gift to the trust would be a gift. None of Mom's payments would be gifts to the trust.

Second, many of our readers have chosen a single level taxation system for their corporations such as a sub S or an LLC. Many times, individuals that have elected pass-through corporate tax structures, such as the sub S or LLC, do not enter into split dollar agreements since it can potentially create a double taxation on the term costs. This PLR creates an opportunity to enter into split dollar agreements with family members without double taxation.

One interesting twist -- what if Mom's estate plan called for her assets to be left to the irrevocable trust created by Dad at Mom's death? If Mom pre-deceased Dad, the premium advancements that she has made are an estate asset (receivable) and would be left to the irrevocable trust. Under this scenario, the irrevocable trust could cancel the split dollar agreement since the trust would technically owe itself the premium advancement. There are tremendous planning opportunities with this PLR.

It is important to note that private letter rulings are not authority and are only applicable to the taxpayer that actually requested the ruling. However, it does provide guidance on what the IRS believes and what their thought patterns are.


The Wealth Transfer Group, Inc. is not engaged in the practice of law or accounting nor are any of its employees, representatives, or agents. Tax and legal advice should be obtained from qualified personnel.
(c) 1996 The Wealth Transfer Group, Inc.
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