23SS-0365: Surgent's Buying and Selling a Business: Critical Tax and Structuring Issues (Self-Study)
Valid for one year from purchase date
Self-study - Downloadable PDF
8 CPE (8 technical) | 8 IRS CE
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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.
Major subjects
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An overview of the business evaluation process
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Negotiation points and goals from buyer and seller standpoints
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An overview of confidentiality agreements, memorandums of understanding, and asset purchase agreements
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Recognizing the need for due diligence in acquisitions, including checklists of important points
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Deemed asset sales -- Section338 and Section338(h)(10)
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The use of "F reorganizations" in lieu of Section338(h)(10)
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The impact of the Section197 amortizable intangibles regulations on the acquisition and disposition of a business
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Allocating purchase price for tax advantage
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Impact of the net investment income tax (NIIT) and the Section199A pass-through deduction on the tax due on the sale of a pass-through entity
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Changes in strategy under the new tax laws
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Liquidation as an alternative to the sale of a business
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Planning to avoid double taxation
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Special problems and opportunities when an S corporation is the buyer or seller
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Installment sale and interest issues
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Avoiding tax pitfalls and recognizing tax planning opportunities
Learning objective(s)
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Understand the factors that must be considered for due diligence and developing a valuation
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Understand the goals and methods of negotiating the final purchase price
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Identify the different tax consequences of various forms of acquired businesses, including the impact of the net investment income tax (NIIT) and the Section199A pass-through deduction
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Appreciate Section338 and Section338(h)(10) elections and the benefits of installment sales
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Learn how strategies have changed under new tax legislation
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Understand the required reporting to the IRS regarding the purchase or sale of a business and how to complete the forms
Who should take this program?
All practitioners who will be involved in the sale of a business
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