wealthschema/archetypes/sb-03-partnership-multi-member-business
SB-03Small BusinessAccumulationhigh tax complexity

Partnership / Multi-Member Business

Partner in a professional firm or multi-member LLC, K-1 income, guaranteed payments, buy-sell agreement, deferred compensation, partnership interest valuation.

SB-03 is the partnership-tax archetype: K-1 income with guaranteed payments under IRC §707(c), capital-account maintenance under Treas. Reg. §1.704-1(b), buy-sell agreement valuation, and phantom income from §704(b) special allocations the partner can't actually withdraw.

Age Range
38–58
Net Worth
$1M–$5M
Cohort
Small Business

About this archetype

SB-03 exists because partnership tax is the densest pass-through regime in the code and creates testing surfaces no other corpus exercises. Form 1065 with Schedules K, K-1, M-1, M-2, and M-3 carries inside basis (IRC §743) versus outside basis (§705) reconciliation, §704(b) economic-effect allocation tests, §704(c) built-in-gain allocations on contributed property, guaranteed payments under §707(c) that bypass partnership-level netting, and §736 retiring-partner payments split between §736(a) ordinary and §736(b) capital. Buy-sell agreements are valued under IRC §2703 (formula-pricing safe harbors) and trigger life-insurance funding decisions. Phantom income — taxable allocations the partner cannot distribute because of working-capital constraints — is the recurring cash-flow trap; partners owe tax on income they didn't receive in cash. Deferred-compensation arrangements under IRC §409A appear in larger firms, with the 20% additional tax penalty for non-compliance.

The structural story is a household whose K-1 dwarfs the W-2 line and whose balance sheet sits mostly inside the partnership. Median income is $336k with median net worth $2.95M (much of it concentrated in the partnership interest itself, valued under the buy-sell formula). Liquid net worth ($1.29M median) reflects capital calls and the working-capital reserve partners must maintain. Self-employment-tax treatment varies by partner type — general partners pay SE tax on their distributive share under IRC §1402(a)(1), limited partners generally don't, and the LLC-member 'limited partner' question (the longstanding §1402 LLC ambiguity) is itself a planning surface.

SB-03 differs from SB-01 (single-owner S-Corp) by the presence of multiple owners and the partnership-tax machinery that comes with them. It differs from SB-02 (single-owner Schedule C) by the K-1 income and the absence of direct Schedule C reporting. The diagnostic features are the K-1, the capital account, and the buy-sell — without those, the household belongs elsewhere.

Defining characteristics

  • K-1 income
    Schedule K-1 (Form 1065) reporting partner's distributive share of income, deductions, credits, and separately-stated items — flowing to the partner's 1040 with character preservation.
  • Guaranteed payments
    IRC §707(c) payments for services or capital made without regard to partnership income; deductible by the partnership and ordinary income to the recipient, subject to SE tax for general partners.
  • Buy-sell agreement
    Valuation under IRC §2703 with cross-purchase versus entity-redemption structure, often life-insurance funded; triggers transfer-for-value rule under §101(a)(2) when policies move between partners.
  • Partnership interest valuation
    Buy-sell formula pricing, marketability and minority discounts under Rev. Rul. 59-60, and §736 retiring-partner-payment split between §736(a) ordinary and §736(b) capital.
  • Deferred compensation
    IRC §409A non-qualified deferred-compensation arrangements in larger firms; non-compliance triggers 20% additional tax plus underpayment interest.
  • Phantom income
    Tax owed on distributive share that cannot be distributed because of working-capital or debt-covenant constraints; the recurring cash-flow trap for the partner-level estimated-payment calculation.

Corpus signature

n = 12 households

Aggregated across the 12 SB-03 households in the shipped v3 corpus corpus. Numbers describe the corpus, not population claims.

Median income
$336k
p25–p75 $315k–$351k
Median net worth
$3.0M
mean $2.7M
Liquid net worth
$1.3M
median
Investable assets
$2.0M
median
Income distribution
$250k–300k
2
$300k–350k
6
$350k–400k
4
Net-worth distribution
$825k–2.3m
5
$2.3m–3.8m
4
$3.8m–5.4m
3
Goals across the corpus
Retirement12 / 12
Debt payoff9 / 12
Education funding6 / 12
Home purchase3 / 12
Emergency fund2 / 12
Liability composition
Credit cards12 / 12
Student loans9 / 12
Mortgages9 / 12
Auto loans3 / 12
  • 9 of 12 (75%) are homeowners; the remainder rent.
  • AL, FL, AK account for 5 of 12 households — 42% of the corpus.
  • Median adult-member age is 45 (range 34–61 across primaries and spouses).
  • 6 of 12 (50%) carry one or more dependents.
  • Married filing jointly is the dominant filing status (10 of 12).

Representative household

SB-03-seed-9
Brian S.Married filing jointly·AL Metro Area, AL

Brian and Nicole sit just above the SB-03 net-worth median — a dual-partner household where each spouse holds an interest in a separate firm, so two sets of K-1s, two capital accounts, and two buy-sell agreements all flow into a single MFJ return. The $597k of total liabilities reflects partnership-financed business debt that may or may not allocate to outside basis under §752; downstream advisor software has to disentangle recourse from nonrecourse to compute basis correctly. Debt payoff is on track because guaranteed payments cover personal cash flow; retirement is off track because capital-call obligations and working-capital reserves crowd out 401(k) maxing. This is the file where partnership-interest valuation drives most of net worth.

Combined income
$339,267
Net worth
$3,103,486
Liquid NW
$1,424,563
Ages
50 / 50
Top goals on this household
Retirement
$5,677,800
Debt payoff
$7,548

Schema fields covered

Every SB-03 household ships with — at minimum — these JSON fields populated. The full schema is documented in the data set you purchase.

members[].age
income.combined_gross
net_worth.total
filing_status
accounts.taxable.lots[].acquisition_date
accounts.taxable.lots[].cost_basis
accounts.taxable.lots[].unrealized_pnl
taxes.wash_sale_flags

Who builds against this archetype

Tax-software platforms use SB-03 for Form 1065 preparation flows — Schedule K-1 generation, §704(b) economic-effect allocation tests, §704(c) built-in-gain layers on contributed property, and §743(b) basis adjustments on partner-interest transfers. Wealth platforms use it for partnership-interest valuation under buy-sell formulas, §2703 conformity testing, and life-insurance-funded cross-purchase modeling. Estate planning teams use it for §736 retiring-partner-payment splits and the transfer-for-value §101(a)(2) life-insurance issue. Compliance teams testing Reg BI suitability for partner-level investment accounts use it because the underlying liquidity is materially overstated by aggregator services that treat the partnership interest as marketable.

Testing scenarios this corpus is calibrated for

  • 01Form 1065 preparation with Schedule K-1 generation, including §704(b) economic-effect allocation tests and §704(c) built-in-gain tracking on contributed property.
  • 02Inside basis (§743) versus outside basis (§705, §752) reconciliation, including §754 election effects on partner-interest transfers.
  • 03IRC §707(c) guaranteed-payment computation and SE-tax treatment for general partners under §1402(a)(1).
  • 04Buy-sell agreement valuation under IRC §2703 with cross-purchase versus entity-redemption modeling and life-insurance funding.
  • 05IRC §736 retiring-partner payments split between §736(a) ordinary and §736(b) capital, including goodwill treatment.
  • 06Phantom-income tracking for partner-level §6654 estimated payments on undistributed distributive share.

Edge cases and what's not in this corpus

SB-03 explicitly excludes single-owner businesses — those belong in SB-01 (S-Corp elected) or SB-02 (Schedule C). Publicly traded partnerships (PTPs / MLPs) under IRC §7704 are a different beast entirely and not represented here; passive-activity treatment of PTP income under §469(k) is its own corpus question. Family limited partnerships (FLPs) used for estate-planning discounts overlap with E-02 territory — if the FLP exists primarily for §2036 / §2704 valuation discount purposes rather than to operate a business, reach for E-02. Cannabis-industry partnerships hit §280E and live in N-04. Real-estate partnerships and syndication LPs belong to MB-03 (DSCR active investor) or P-04 (broader real-estate investor); SB-03 specifically assumes an operating-services partnership.

Calibration notes

Income, net-worth, and partnership-interest-value bands during v3 synthesis were anchored to IRS SOI Form 1065 filer tabulations and Cerulli affluent-practice benchmarks for professional-services partnerships (legal, accounting, medical, architecture, financial services). State concentration in AL / FL / AK reflects a sampling choice that surfaces a mix of state-income-tax and no-state-income-tax planning rather than a population match. Per CLAUDE.md §9 the corpus is FROZEN — priors above describe synthesis intent, not auditable distribution fits. Buy-sell formula values are realistic in shape but not tied to a specific valuation snapshot or industry benchmark study.

How this differs from related archetypes

Frequently asked questions

What does the SB-03 archetype represent?+

SB-03 — Partnership / Multi-Member Business represents partners in operating-services partnerships and multi-member LLCs taxed as partnerships, receiving K-1 distributive shares plus guaranteed payments. It is the archetype for Form 1065 testing, §704(b)/(c) allocation logic, capital-account maintenance, buy-sell valuation, and phantom-income cash-flow patterns.

What income range does the SB-03 corpus cover?+

The 12 shipped SB-03 households have a combined gross income median of $336,037 (25th–75th: $314,928–$350,690). Median net worth is $2.95M with $1.29M liquid — much of the remainder is held in the partnership interest itself, valued under the buy-sell formula.

How does SB-03 differ from SB-01 (S-Corp Owner)?+

SB-01 has a single S-Corp shareholder with reasonable-comp and shareholder-basis surfaces. SB-03 has multiple partners with K-1 reporting, §704(b) allocation tests, capital-account maintenance, and buy-sell valuation — all surfaces absent from SB-01.

Does the corpus capture phantom income patterns?+

Yes. The household income profiles support modeling of distributive shares that exceed actual cash distributions, generating the partner-level §6654 estimated-payment problem of paying tax on undistributed income. Specific phantom-income amounts are downstream computations against the household data.

Are buy-sell agreements and partnership-interest valuation reflected?+

The corpus is structured so that partnership-interest value drives a large fraction of household net worth, consistent with buy-sell formula pricing under IRC §2703. Specific formula structures (book value, multiple-of-earnings, appraisal) are downstream modeling decisions rather than corpus attributes.

Is the SB-03 corpus regenerable?+

No. The shipped v3 corpus is frozen and not regenerable from current code (drift confirmed 2026-05-09). Improvements land in a future v4 release with per-archetype golden fixtures in CI.

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