Surgent's Buying and Selling a Business: Critical Tax and Structuring Issues

Overview

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.

Highlights

• Overview of the business evaluation process
• Negotiation points and goals from the buyer and seller standpoints
• Overview of confidentiality agreements, memorandums of understanding, and asset purchase agreements
• Recognizing the need for due diligence in acquisitions -- checklists of important points
• Deemed asset sales -- Is §338 or §338(h)(10) appropriate?
• The use of “F reorganizations” in lieu of §338(h)(10)
• The impact of the §197 amortizable intangibles regulations on the acquisition and disposition of a business
• How to allocate purchase price for tax advantage
• 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
• Changes in strategy under the new tax laws
• Liquidations as alternatives to sales of a business
• Planning to avoid double taxation
• 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
• ...and much more

Prerequisites

A basic course in partnerships/LLCs; experience with C corporations

Designed For

All practitioners who will be involved in the sale of a business

Objectives

• Understand what factors must be considered in due diligence and in developing a valuation
• Understand the goals and methods of negotiating the final purchase price
• Identify the different tax consequences for various forms of acquired 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
• Learn how strategies have changed under new tax legislation
• Understand the required reporting to the IRS regarding the purchase or sale of a business and how to complete the forms

Preparation

None

Notice

This is a self-study/on demand course offered by a 3rd party vendor and will not be accessible in the My CPE Tracker section of the ISCPA website. Course access information will be emailed directly to you by Surgent Professional Education. The course expires one year from the purchase date. Format = text only download.