Extract to table

We note two items requiring verification: (1) §709(b) Election: The §709(b) election must be made on the Vehicle's first tax return (the TY 2022 Form 1065)

Because the Vehicle was dormant throughout TY 2023 and the underlying acquisition of Cascadia has not yet closed, a question arises as to whether the Vehicle has commenced a trade or business for purposes of §162, or whether the dormancy-period expenses must instead be capitalized as pre-operating or start-up costs under IRC §195

263(a)-5, amounts paid to facilitate the acquisition of a trade or business must be capitalized

As a limited partner in the Vehicle, Ironside's participation in the Vehicle's activities must be assessed under the passive activity rules

04(c), the General Partner is required to initiate wind-down proceedings if the dormancy period extends beyond 18 months from the date of the capital-call suspension notice