Objective
- 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 for sellers 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
- Understand the impact of §§751, 743, 734, and 754 on the purchase or sale of a partnership
Highlights
- An overview of the beginning of the process and documents for preliminary tax planning
- Recognizing the need for due diligence in acquisitions, including checklists of important points
- Deemed asset sales – §338 and §338(h)(10)
- The impact of the §197 amortizable intangibles regulations on the acquisition and disposition of a business
- Allocating purchase price for tax advantage
- Planning to avoid double taxation under the 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 recognizing tax planning opportunities
- Unique issues in buying and selling 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
Designed For
All practitioners who will be involved in the sale of a businessPrerequisite
A basic course in partnerships/LLCs; experience with C corporationsAdvanced Preparation
None