Surgent's Buying and Selling a Business: Tax and Structuring Overview
4.00 Credits
Member Price $159
Non-Member Price $179
Overview
One of the major transactions CPA clients are faced with is the purchase or disposition of a business. To help tax professionals advise 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
- 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
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 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
Preparation
None
Leader(s):
Leader Bios
Michael Frost, Shareholder & Tax Partner, MDA Professional Group, P.C.
Mike Frost, CPA, is an associate and shareholder of MDA Professional Group, P.C. and has been with the Albertville office since 1989. Currently a tax partner, he specializes in all areas of income tax and small business consulting including but not limited to: business and individual income tax preparation and planning, estate and retirement planning, estate, gift, and trust tax preparation, small business consulting, Medicare planning and other elder care, audit representation, religious groups and clergy. Frost has conducted CPE engagements and seminars for the Alabama Society of Enrolled Agents and the Childcare Resource Network of Alabama and is an instructor for the Alabama Society of Certified Public Accountants. Mike has served as technical advisor for tax articles for the Sand Mountain Reporter newspaper, and has been a regular on the public speaking circuit. Mike graduated with “high honors and distinction” from Jacksonville State University with a major in accounting and a minor in finance and a 4.0 GPA. He is a member of the American Institute of Certified Public Accountants, the Alabama Society of Certified Public Accountants, and the Accountants Global Network, International. In addition, he is a graduate of the Tax Planning and Advising for Closely Held Businesses Certificate of Educational Achievement Program sponsored by the AICPA. Mike is an ordained minister and pastor. He enjoys music, and is a vocalist in a local Christian band. He is also active in his community as an Albertville Rotarian. Mike resides in Albertville, Alabama with his wife, Kay, and two children, Dylan and Sarah.
Non-Member Price $179
Member Price $159