20SS-0203: Surgent's Introduction to Mergers and Reorganizations (Self-Study)
Valid for one year from purchase date
Self-study - Downloadable PDF
8 CPE (8 technical)
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This course will enable you to understand the technical tax issues and planning in various types of business acquisitions for C Corporations and S Corporations.
Major subjects
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Sale of corporate assets and allocation of purchase price, including a case study
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More on allocations of personal goodwill, covenants not to compete, consulting agreements and intangible property
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The issues in the purchase of C Corporation stock
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Tax free acquisitions and reorganizations with helpful charts and cases
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Special issues of S Corporation transactions
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A whole chapter devoted to the complexities of 338 elections and 338(h)(10)
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Limits on using NOLs
Learning objective(s)
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Identify corporate attributes, including those for credits and capital losses that carry over in an acquisition
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Discuss the role cost recovery plays in an asset acquisition and the methodologies available to a buyer to allocate cost to assets acquired, and how miscellaneous intangibles that arise in and facilitate an acquisition transaction are allocated to purchase price when Section 197 assets are acquired
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Know how a corporate reorganization is taxed and the requirements for A, B, and C reorganizations
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Appreciate the deemed sale of assets by a target when a Section 338 election is made and how Section 338(h)(10) is used and its impact on S Corporation shareholders
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Understand the requirements to qualify a subsidiary liquidation under Section 332 and Section 337, the tax consequences to a parent corporation and to the liquidating subsidiary, and the carryover or adjustment of tax attributes in a complete liquidation of a subsidiary into a parent corporation
Who should take this program?
Experienced practitioners who wish to learn about this specialized area of the law
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