26 U.S.C. § 708
Section 708 · Continuation of partnership
Amended 2 times on record
Applied in 40 court decisions — leading case Marriott International Resorts, L.P. v. United States (2009)
Most recently applied in 3 Cal. 5th 319 - 926 N. Ardmore Ave., LLC v. Cnty. of L. A. (June 2017)
How often courts cite this section
Court decisions citing this, by year.Markers show enactment, consequential amendments, and circuit splits over this section — watch for a citation surge after a change or a disagreement. The dip in the last several years is a data-coverage gap, not a real trend — our corpus holds fewer opinions from the most recent years, so recent citations are undercounted.
For purposes of this subchapter, an existing partnership shall be considered as continuing if it is not terminated.
(1) General rule
For purposes of subsection (a), a partnership shall be considered as terminated only if no part of any business, financial operation, or venture of the partnership continues to be carried on by any of its partners in a partnership.
(2) Special rules
(A) Merger or consolidation
In the case of the merger or consolidation of two or more partnerships, the resulting partnership shall, for purposes of this section, be considered the continuation of any merging or consolidating partnership whose members own an interest of more than 50 percent in the capital and profits of the resulting partnership.
(B) Division of a partnership
In the case of a division of a partnership into two or more partnerships, the resulting partnerships (other than any resulting partnership the members of which had an interest of 50 percent or less in the capital and profits of the prior partnership) shall, for purposes of this section, be considered a continuation of the prior partnership.
Editorial notes U.S. Code · Office of the Law Revision Counsel
Amendments
2017—Subsec. (b)(1). Pub. L. 115–97 struck out dash after "only if" and subpar. (A) designation before "no part" and struck out subpar. (B) which read as follows: "within a 12-month period there is a sale or exchange of 50 percent or more of the total interest in partnership capital and profits".
Effective Date of 2017 Amendment
Amendment by Pub. L. 115–97 applicable to partnership taxable years beginning after Dec. 31, 2017, see section 13504(c) of Pub. L. 115–97, set out as a note under section 168 of this title.