2025 Tax Filing Prep — Items for Pearce Bevill¶
Filing plan: Extend 2025 to October 2026. CPA: Pearce, Bevill, Leesburg, Moore P.C. (Alabama — Austin's primary tax CPA). Disclaimer: This is a prep document, not tax advice. Pearce drives the actual positions.
Purpose¶
Running list of items that need to be raised with Pearce for the 2025 return. Each item has what it is, why it matters, and what Pearce needs to do about it.
Critical items — do these first¶
1. Form 5471 for Renfroe Holdings GK (NEW)¶
Renfroe Holdings GK (Japanese Godo Kaisha, corporate number 0100-03-046236) was formed January 24, 2025 and its first fiscal year ended October 31, 2025. Its first Form 5471 is due with Austin's 2025 US return.
What Pearce needs:
- Confirmation Pearce is prepared to file 5471 for the GK in addition to the existing RHG 5471
- Category determination (likely 4 and/or 5a)
- Full GK financials for the Nov 1, 2024 – Oct 31, 2025 period (from the Japanese accountant)
- GK formation documents (available in source-chats/ discussions; Austin has originals)
- Basis/acquisition info for Mita Garden Hills 1009 (closing statement needed — see todo/for-austin.md)
If Pearce doesn't do international CFC work — engage a specialist. Penalty for non-filing is $10,000/year and the SOL on the whole return stays open until filed.
2. PFIC analysis on the GK¶
The GK owns Mita Garden Hills 1009 and collects rent. Default PFIC treatment would be severe.
What Pearce needs to evaluate: - Whether GK's rental activity qualifies as a real estate trade or business (regular and continuous management, multiple tenants or active services) — this would exempt it from PFIC - If PFIC applies: QEF (Qualified Electing Fund) election decision vs. Mark-to-Market election vs. default Excess Distribution regime - Interaction with Subpart F / GILTI
If the answer is uncertain: err toward trade-or-business qualification and document it thoroughly (meeting minutes, property management activity evidence, services provided). The Japanese accountant should help document this.
3. Check-the-box election status — Renfroe Hospitality Group AND GK¶
Austin doesn't know whether Form 8832 has ever been filed for either entity. Pearce will know.
Questions for Pearce: - Has Form 8832 been filed for Renfroe Hospitality Group (Mexican S. de C.V.)? - Has Form 8832 been filed for Renfroe Holdings GK (Japan)? - If no for either: is an election now recommended? What's the retroactive election window (generally 75 days, with reasonable cause available)? - If yes for either: what classification was elected?
Why it matters: Check-the-box drives cost seg applicability, STR loophole availability for Casa Moksha, Subpart F / GILTI treatment, and how depreciation flows.
4. Entity conversion on RHG (S. de C.V. → S. de R.L. de C.V.)¶
Renfroe Hospitality Group is converting corporate form in 2026. Needs to be handled correctly on the 5471 going forward.
What Pearce needs: - Confirmation of the conversion date - Treatment of the conversion on the 5471 (likely reported as same entity continuing with different designation, but depends on Mexican law specifics) - Coordinate with JME Contadores for Mexican-side treatment
5. FBAR 2026 (and confirm 2025 was filed)¶
Austin has reportable foreign accounts. Full daily-balance threshold analysis in tax/fbar-analysis.md (built 2026-04-20). Summary:
- Santander MXN PYME 65-50994620-9 — crossed $10K aggregate on Sep 24, 2025 (the day a $300K MXN SPEI from JP Morgan landed). 2025 calendar-year peak: $19,585.75 USD (Dec 15, 2025). 2026 YTD peak (through Mar): $27,708.75 USD (Feb 12, 2026).
- Santander USD Dolares Morales 82-50113846-7 — dormant, $0 throughout. Reportable when aggregate triggers (i.e. now).
- Santander Inversion Creciente 66-50994620-9 — dormant, $0 throughout. Same.
- Tokyo Star Bank (Renfroe Holdings GK) — pending Mita Garden Hills closing docs. Likely material; could push 2024 into "filing required" if TSB held escrow funds before YE 2024.
Questions for Pearce: - Was FBAR filed for 2024? 2025? - Confirm list of reportable accounts for 2025 - Confirm Pearce or Austin files (Austin can file directly on FinCEN portal; often Pearce handles)
2024-return retrospective items¶
6. Renfroe Hospitality Group 5471 accuracy (2024)¶
2024 return showed RHG gross receipts ~$5,270 USD. This was likely understated because Cindy Canto-era bookkeeping was incomplete; JME did back-tax catch-up work in 2025 that may have uncovered more 2024-period revenue.
Question for Pearce: - Does 2024 5471 need amendment based on restated 2024 financials from JME? - If yes, is it worth the effort given low amounts involved? - If gross receipts in 2024 were actually higher than reported, any understatement of ownership interest or other items?
7. NOL carryforward confirmation¶
The 2024 return generated a $3,429,659 NOL carryforward. Confirm: - Amount agrees with Pearce's records - Carryforward character (federal, Alabama, Texas, other states) - Status of 80% limitation applied properly - Any state-level NOL differences
New items for 2025¶
8. Red Farm §165(g) worthless security deduction¶
RF Austin Operating LLC (Red Farm restaurant) shut down in 2026. Austin invested $120,833 in exchange for equity.
For Pearce: - When exactly did Red Farm become worthless (2025 or 2026)? - Character of loss (ordinary under §1244 small business stock? Capital?) - Original basis and date of investment - If 2025 worthless: include on 2025 return; if 2026: include on 2026 return
9. Renfroe Holdings GK transactions to document¶
- Capital contribution history (Mita initial deposits, GK funding from RFH)
- PNFP bridge loan interest (deductible where? GK or RFH?)
- Tokyo Star Bank mortgage terms (amortization schedule for interest deduction)
- Related-party transactions between RFH and GK (including the $1.155M sweep in Brex history — what was this substantively?)
10. Intercompany transactions between RFH and RHG¶
Full-year 2025 worth of wires from JPMorgan to Santander MXN (~$1.36M MXN through Feb 2026). These book as intercompany settlements, not as parent-to-sub distributions. Document: - Total USD cost of the wires - Total MXN received - Implied FX rate for each - Any remaining intercompany balance at year-end
11. Intercompany services agreement status¶
Ideally, an executed intercompany services agreement between RFH and RHG would be in place for 2025. It is not.
For Pearce: - Advise on whether to backdate the agreement, execute forward-only, or use a "customary" framing approach for 2025 - Transfer pricing posture for 2025 given no agreement exists
12. AFR loan tracking — Five Points BHM¶
AFR intrafamily loan from Austin's parents to Five Points BHM (funded the ServisFirst note purchase).
For Pearce: - Amortization schedule on file? - Interest accrual method (simple? monthly? accrual-basis?) - Interest payments actually made in 2025? - 1099-INT to Austin's parents for interest paid? (Required if over threshold)
13. SBA payment characterization on 1006 / Five Points¶
Five Points BHM is making monthly SBA payments ($7,965.60) on Austin's personal guarantee of the defunct 1006 20th St S LLC debt.
For Pearce: - Confirm treatment: distribution from Five Points to Austin → personal payment of guaranteed debt - §166 bad debt deduction potentially available on the original guarantee (or when the note becomes uncollectible on the SBA side) - Any §165(g) angle on the defunct 1006 20th St S LLC itself
14. Casa Moksha revenue recognition¶
For 2025, all Casa Moksha guest revenue should be recognized on RHG's books (via JME), with intercompany receivable from RFH for the US-side collections. Need to reconcile:
| Source | 2025 USD equivalent | Recognized on RHG books? |
|---|---|---|
| Brex Casa Moksha Dep (3529) inflows | ~$110,000 (from 2024 start through 2025 YE) | ? |
| Santander MXN direct guest receipts | minimal | ? |
| PayPal (Casa Moksha) | ~$5,500 estimate | ? |
| Wells Fargo 6248 (Austin personal) | unknown | ? |
| Coinbase Bitcoin retreat | ~$34,206 converted | ? |
For Pearce: confirm JME is recognizing all of this properly. If not, reconciling adjustments for 2025 books.
15. Austin's personal capital contributions tracking¶
Through 2025, Austin wired ~$4.44M personally to Brex Primary (his personal funds into the family office ecosystem). Plus $45K from Wells Fargo 6248.
For Pearce: - These are owner contributions to Renfroe Family Holdings (disregarded LLC, so no tax event); just basis tracking - Confirm basis records are maintained for eventual sale/liquidation of RFH
16. Augusta rule setup (prospective for 2026)¶
Austin wants to start Augusta rule in 2026. To be ready: - Formal rental agreement between Austin (as property owner) and RENFROE (S-corp) - Market rate study (W Austin comparable short-term rental rates) - Meeting documentation template (agendas, minutes, attendees) - 14-day counter starting Jan 1, 2026
Administrative items¶
17. Continuing JME / Pearce coordination¶
RHG's Mexican accountant (JME) and Pearce need to coordinate on: - Monthly financial summary format (so Pearce can use it for 5471 prep) - Capex tracking (JME needs to capitalize, not expense, the 2025 palapa / osmosis / generator / drain well work) - Entity conversion (S. de C.V. → S. de R.L. de C.V.) proper handling on both sides
18. Japanese accountant / Pearce coordination (new)¶
Japanese accountant needs to deliver: - Annual summary of GK financials (in USD after FX conversion) - Japanese tax paid for foreign tax credit calculation on Austin's 1040 - Basis information for Mita (for US depreciation and potential cost seg)
19. Pearce international capacity check¶
If Pearce doesn't handle multiple 5471s, PFIC analysis, or GILTI optimization, either: - Expand Pearce's team with an international specialist - Bring in a separate international CFC/PFIC specialist alongside Pearce for Japan and Mexico items - Switch to a different CPA with international competence
Worth a direct conversation with Pearce about their comfort with the expanded scope.
Status¶
Status reconciled against tax/pearce-bevill-thread-summary.md (2026-05-08 mining of Pearce mail traffic from engagement through May 2026). "Implicitly addressed" = touched in Pearce email but not formally documented; Pearce should confirm in writing during 2025 cycle.
| # | Item | Status | Evidence / blocker |
|---|---|---|---|
| 1 | GK 5471 | Pearce-aware, deferred | Daisy's Oct 6, 2025 checklist asked "Disclosure on 2024 return or wait until 2025 filing"; Austin's Oct 14 reply "Per your email, we are waiting on this." Pearce has GK formation docs (in JA, Google-translated). Need: FY-end Oct 31, 2025 GK financials from JA accountant; category determination (4 and/or 5a); confirmation Pearce will file the second 5471 |
| 2 | PFIC analysis | Open — never raised with Pearce | Zero PFIC mentions in any Pearce thread mined. Decision needed before 2025 return: real-estate-trade-or-business qualification vs QEF vs MTM vs default Excess Distribution regime |
| 3 | Check-the-box (Form 8832) — RHG and GK | Open with Pearce; substantively advised by Kim Rosado | Nick Rosado Dec 25, 2024: GK NOT a per se corporation, can elect 8832 within 75 days of formation. GK formed Jan 24, 2025 → 8832 deadline ~Apr 9, 2025. No confirmation in any Pearce thread that the 8832 was filed within the window. Highest-priority open question — possibly already missed |
| 4 | RHG entity conversion (S.A. de C.V. → S. de R.L. de C.V.) | In motion via Alex / MX legal; Pearce-aware not yet processed | Nick Rosado Jan 27, 2025 confirmed S.A. de C.V. is per se (cannot be flow-through); S. de R.L. de C.V. is not, can elect 8832. Alex Snider Jan 28, 2025 agreed to wrap into the broader package with Cindy share return + SAT Firma re-issuance. Need: confirmation MX legal has executed the conversion; Pearce 5471 treatment going forward |
| 5 | FBAR 2024 + 2025 + 2026 | Open — Pearce position not refreshed since 2023 analysis | Tony Kim's Apr 4, 2024 analysis concluded foreign real estate via foreign entity didn't trigger 2023 FBAR (conditional on trust being a "foreign trust" → covered by 3520). The Sep 24, 2025 Santander MXN aggregate-crossing event documented in tax/fbar-analysis.md is NOT visible in any Pearce email. Pearce likely doesn't yet know FBAR is now triggered for 2025+. Surface to Pearce immediately. Confirm 2024 was not required; confirm 2025 filing rail (Pearce vs Austin direct on FinCEN) |
| 6 | 2024 5471 (RHG) accuracy | Filed Oct 15, 2025; potentially needs amendment if JME restates 2024 | RHG MEX 5471 was filed; Casa Moksha 2024 financials provided by Chuck. If JME's 2025 catch-up surfaces material 2024 restatements, file Form 1040X with amended 5471. Likely de minimis given low absolute amounts |
| 7 | NOL carryforward confirmation | Implicitly addressed; needs explicit Pearce confirmation in writing | 2024 return showed a loss; refund $661,573.63 received Nov 22, 2025 (Pearce expected $661,827, $254 delta). NOL exists. Need: Pearce-confirmed federal carryforward amount + state (AL, TX) treatment |
| 8 | Red Farm §165(g) worthless security | Open — never raised with Pearce | Need Austin to confirm worthlessness date + original basis ($120,833) + character (§1244 ordinary or capital). Pearce should be looped in during 2025 cycle |
| 9 | GK transactions documentation | Partial — formation docs delivered Oct 2025; financials pending | Pearce has revised registration + articles of incorporation. Need: capital contribution history; PNFP bridge loan terms; Tokyo Star Bank mortgage amortization; Mita basis (Closing Documents); related-party transactions (the $1.155M Brex sweep substance) |
| 10 | Intercompany 2025 wires (RFH → Santander MXN) | Open with Pearce; Robert flagged segregation question Dec 2024 | Robert (Dec 30, 2024) asked whether MX cash flow would be segregated from Holdings. No follow-up. Need: full-year Brex + Santander reconciliation; USD cost / MXN received / implied FX rate; YE intercompany balance |
| 11 | Intercompany services agreement (RFH ↔ RHG) | Open — never formalized | No 2025 agreement in place. Pearce input needed on backdating vs forward-only vs "customary" framing; transfer-pricing posture |
| 12 | AFR loan (Austin's parents → Five Points BHM) | Open — not raised with Pearce | Year-End Loan Balances thread (Jan-Feb 2025) addressed ServisFirst loans (now $0) but not the AFR note. Robert's "I have not. Its been crazy around here." Feb 6, 2025 still outstanding. Need: amortization schedule; 2025 interest paid; 1099-INT to parents if over threshold |
| 13 | SBA / 1006 / Five Points characterization | Pearce-aligned with repo position | Daisy Sep 10, 2025: 100% of 2024 1006 loss allocated to Austin personally; 2025 final return for 1006. This matches the 2026-04-19 decision (SBA = Austin's personal liability). Per Chuck Nov 29 ITD note: Austin not a guarantor on the $150K 1006 note. Need: §166 bad debt deduction memo; §165(g) angle on defunct 1006 LLC itself |
| 14 | Casa Moksha revenue recognition | Pearce defers to Mexican expert (JME) | Robert Dec 30, 2024: "we would have to rely on an expert in Mexican tax for the proper filings." Pearce will need JME's 2024 + 2025 deliverables to reconcile. Need: JME → Pearce introduction (item #17) |
| 15 | Austin's capital contribution basis tracking | Open — never raised with Pearce | $4.44M in personal wires to Brex Primary through 2025. Disregarded LLC means no tax event but basis must be tracked for eventual sale/liquidation. Pearce should maintain a basis schedule |
| 16 | Augusta rule setup (2026) | Prospective — not raised with Pearce | Austin / RENFROE side: rental agreement, market-rate study, meeting documentation, 14-day counter. Pearce review of structure once drafted |
| 17 | JME / Pearce coordination | Open — Pearce defers but no introduction yet | Robert has flagged need for MX expert since Dec 2024. JME engaged 2025 for Mexican-side. Need: warm intro between JME ([email protected]? or direct JME contact) and Daisy. Format: monthly summary in agreed schema. Also: capex flag on 2025 RHG MEX work (palapa, osmosis, generator, drain well — capitalize, not expense) |
| 18 | JA accountant / Pearce coordination | Engagement formalized; GK FY2025 return filed Feb 2, 2026; Pearce intro pending | ABS Partners (Kyomi Endo + Shusaku Endo) filed the Japanese GK FY2025 (Nov 1, 2024 – Oct 31, 2025) return on Feb 2, 2026. SOW Docusign completed Mar 1, 2026. Need: warm intro Daisy ↔ Kyomi/Shu; ABS to deliver USD-converted FY2025 summary; Japanese tax paid figure for FTC calculation; Mita basis info (¥835.4M total seller-side per accounting/mita-purchase-price-reconciliation.md); cost-seg analysis if pursued. Yuriko Saho is the Japan-side admin / Mitsui liaison |
| 19 | Pearce international capacity check | Substantively answered: Pearce + Kim Rosado partnership working; deferral pattern is established for MX-tax and structural questions | Pearce has filed 5471 / 3520 / 8938 for 2 consecutive years successfully. Defers cross-border classification to Kim Rosado; defers Mexican filings to JME. Open: PFIC, GILTI, FBAR refresh, multi-5471 capacity have not been pre-negotiated. Direct conversation with Robert at the start of the 2025 cycle confirming scope is the load-bearing item |
NEW items not on the original 19 (surfaced from email mining)¶
| # | Item | Status | Notes |
|---|---|---|---|
| 20 | 8832 election for GK — was it filed by Apr 9, 2025? | Time-critical / unknown | If not filed within 75 days of Jan 24, 2025 formation, GK defaults to C-corp treatment for U.S. tax purposes. Confirm with Pearce / Kim Rosado immediately; if missed, evaluate retroactive election with reasonable cause |
| 21 | Form 8858 for GK (if disregarded) | Conditional on #20 | Required filing with Austin's individual return if GK is treated as disregarded |
| 22 | Five PTS BHM (TX) 2024 minimum franchise tax | Open | Daisy offered Nov 13, 2025 to file with zero gross receipts. No confirmation it was filed. TX Secretary of State sent forfeiture notice |
| 23 | Renfroe Innovation TX-from-AL conversion | Pearce-approved Dec 2, 2025; execution status unclear | Robert: no tax issues, just file minimum TX franchise. Need: confirm AL→TX conversion executed (Texas SOS filing) |
| 24 | IRS $254 refund delta | Open | Pearce expected $661,827, IRS sent $661,573.63. Forward IRS notice when it arrives |
| 25 | Oklahoma 2023 corporate tax notice | Open | Daisy needs Austin's signed OK Power of Attorney (sent Feb 11, 2026). Sign and return |
| 26 | Wells Fargo 6248 → Brex direct deposit update | Pending | Austin notified Daisy in Oct 2025; next refund cycle needs updated routing |
| 27 | Forward ABS Partners GK FY2025 deliverables to Pearce | Open | Once ABS delivers USD-converted summary + Japanese-tax-paid figure, forward to Daisy as foundation for Form 5471. Filed in Japan Feb 2, 2026; deliverables likely available now |
| 28 | RENFROE 2024 / 2025 returns + Augusta-rule rental docs | Carve-out | RENFROE EIN 58-2142437 (per Austin's Aug 2025 First Horizon docs). RENFROE is a separate taxpayer (memory/project_state.md critical fact #11). Pearce already prepares RENFROE 1120-S; the 2024 RENFROE extension was filed alongside Austin's personal extension Apr 2025. Augusta rule (item #16) needs RENFROE-side documentation framework |