One of the major transactions CPA clients enter into is a purchase or disposition of a business. To help tax professionals in advising those clients, this course offers a comprehensive analysis of the business and tax aspects of buying and selling a business. It is a practical guide to help practitioners and industry CPAs understand structuring techniques. All CPAs, including controllers and executives in industry, should understand how difficult the process of buying and selling a business has become.
Presented by Michael Frost, CPA
Target Audience
All practitioners who will be involved in the sale of a business
Course Objectives
Understand the CPA’s role in the beginning of the transaction and throughout the process
Identify the different tax consequences for various forms of acquired businesses
Identify the tax consequences to the seller of various forms of businesses, including the impact of the Net Investment Income Tax (NIIT) and the §199A pass-through deduction
Appreciate §338 and §338(h)(10) elections and the benefits of installment sales
Subjects
An overview of the beginning of the process and documents for preliminary tax planning
Recognizing the need for due diligence in acquisitions -- checklists of important points
Deemed asset sales -- Is §338 or §338(h)(10) appropriate?
The impact of the §197 amortizable intangibles regulations on the acquisition and disposition of a business
How to allocate purchase price for tax advantage
Planning to avoid double taxation under repeal of the General Utilities doctrine
Special problems and opportunities when an S corporation is the buyer or seller
Installment sale and interest issues
Avoiding tax pitfalls and recognition of tax planning opportunities
Unique issues in buying and selling of LLC/partnership interests
Impact of the Net Investment Income Tax (NIIT) and the §199A pass-through deduction on the tax due on the sale of a pass-through entity
Individually owned goodwill
Prerequisites
A basic course in partnerships/LLCs; experience with C corporations