Description

A business conducted as a C corporation can be purchased through an asset acquisition or a stock acquisition. In an asset acquisition, the buyer purchases the business by purchasing the assets that make up the C corporation’s ongoing business. In a stock acquisition, the buyer purchases the stock of the C corporation that owns all or a majority of the business assets. The seller and the buyer are usually at odds over how to structure the acquisition. Accounting and finance professionals advising their clients should be fully conversant in the tax rules that apply to stock and asset acquisitions. Discussing and explaining those rules is the focus of this course.

Instructor: Mike Tucker, Ph.D., LL.M., J.D., CPA

Target Audience

Accounting and finance professionals advising sellers and buyers of C corporations

Course Objectives

Advise owners of C corporations and those wishing to acquire C corporations of the tax consequences associated with an asset or stock acquisition

Subjects

Advantages and disadvantages to buyer and seller of an asset acquisition and a stock acquisition

Tax treatment of consulting agreements and covenants not to compete

Sale of personal goodwill associated with an asset acquisition

Tax consequences associated with a stock acquisition and an asset acquisition

Acquisitive reorganizations

Non-tax issues that must be considered when a corporation is acquired

Prerequisites

A basic understanding of the tax rules related to C corporations