CPE Course Information
General Information
Course Number: | 070921 |
Course Title: | Sale of Business Tax Considerations |
Description: | Staff of member rate $60. The sale of closely held businesses raises a large number of tax issues. Some sales proceeds are taxed at ordinary income rates rather than capital gain. The structure of the sales transaction affects the buyer’s depreciation and amortization going forward. The purchaser may or may not be able to deduct transaction fees related to the acquisition. This course addresses common tax issues that arise in the sale of non-public companies and other closely held businesses, including the tax treatment of stock sales and asset sales, the election under section 338(h)(10) and the allocation of purchase price, escrow arrangements and earnouts, and the tax treatment of intellectual property and intangible assets. The Agenda is:• Stock Sale vs. Asset Sale Tax Treatment (Buyer and Seller’s perspective)• Purchase Price Allocation in Asset Sales• Character of Business Assets Tax Treatment including Intellectual Property, Covenants Not To Compete, and Goodwill (Intangible Assets)• Section 338(h)(10) Election Deemed Asset Sale Consequences• Deferred Payments in Sales of Business including tax consequences of Installment Sales, Earnouts, and Escrow Accounts• Sales to Related Parties (Family Members)• Dispositions of Unwanted Assets Prior to Sale of Business including Spin-offs prior to acquisition• Capitalization of Transaction Costs related to Sale of Business• Tips & Takeaways• Resources• Questions. The objectives are:• Differentiate tax treatment between stock sales and asset sales• Identify when a Section 338(h)(10) election should be made and its consequences• Describe how earnouts and other contingent purchase price transactions are treated under tax rules• Identify special rules regarding taxation of intangible assets• Recognize the business consequences of a stock sale• Describe which Internal Revenue Code section states that the buyer and seller shall allocate the purchase price in the manner prescribed in Code Section 338(b)(5)• Identify which asset class is allocated last with respect to a purchase price allocation as required by IRC Section 1060rn• Recognize which type of property is a capital asset• Describe the Net Investment Individual Income Tax• Identify when Form 8023 is used• Calculate the Gross Profit Ratio• Recognize how much of every installment payment receive will be characterized as basis recovery• Describe Revenue Ruling 79-91rn• Identify what is considered a related party under IRC Section 267(b)• Recognize tax court cases and how they apply to your client• Describe ordinary assets• Recognize when Section 197 intangibles, which includes covenants not to compete, are amortizable• Differentiate IRC Sections and how they apply to a sale of a business• Describe correct statements related to the acquisition and disposition of assets• Identify which costs may be deducted |
Speaker: | James F. Tice, EA |
Knowledge Level: | Basic |
Sponsor: | PSTAP - South Central Chapter |
Date: | 09/22/2021 |
Number of Days: | 1 |
Location: | Camp Hill, Radisson Hotel Harrisburg |
Address: |
1150 Camp Hill Bypass Camp Hill, PA 17011 |
CPE Credits: | 4 Credits Tax (Federal) |
Host Chapter(s): | South Central |
Meal: |
Day 1 Choices Breakfast Buffet |
Registration Information
Registration Begins: | 7:30 a.m. |
Start Time: | 8:00 a.m. |
End Time: | 12:00 p.m. |
Pricing
PSTAP Member Rate: | 55.00 |
Non-Member Rate: | 65.00 |
Cancellation Policy
No show, no refund. |
Additional Information
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