Review options for structuring the sale of a business from both buyer's and seller's perspectives to minimize tax cost. Attendees will consider the sale of C corporation, S corporation and partnerships. This course covers topics not routinely considered in a tax compliance practice but essential to the sale of a business.
Learning Objectives
• Recognize tax planning opportunities for selling a business
• Identify the tax consequences of using employment and consulting agreements, covenants not to compete, personal goodwill and contingent sales price
• Identify the basics of Section 754 and Section 338 elections
Major Topics
• Taxable asset sales, sale of stock of the corporation and stock redemptions
• Comparison of tax consequences of C corporation , S corporation and partnerships
• Tax treatment of transaction costs of acquired intangibles, IRC 197
• Seller consulting and employment agreements
• Installment sales
• Employee stock ownership plan
• Tax-deferred acquisitive corporate reorganizations
• Net operating losses and tax credits of acquired corporate business
• Sec. 1202; Stock Section 1244; the basics of stock Section 754 elections; and Sec. 338 and 338(h)(10) elections