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Buying and Selling a Business: Critical Tax and Structuring Issues (133-15)
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One of the major transactions CPA clients enter into is a purchase or disposition of a business. To help tax professionals in advising 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

11/10/2015
When: 11/10/2015
7:30 AM - 3:45 PM
Where: UACPA Training Facility
136 S Main Street, Suite 510
Salt Lake City, Utah  84101
United States
Presenter: Bob Gilwee
Contact: April Deneault
801-834-6634


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One of the major transactions CPA clients enter into is a purchase or disposition of a business. To help tax professionals in advising 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.

Objectives:

    • Identify the different tax consequences for various forms of acquired business
    • Appreciate §338 and §338(h)(10) elections and the benefits of installment sales

Major Subjects:

    • Spreadsheet analysis to develop an offer price using the discounted cash flow and alternate valuation methods
    • Understanding confidentiality agreements, memorandums of understanding, and asset purchase agreements
    • Recognizing the need for due diligence in acquisitions -- checklists of important points
    • Deemed asset sales -- Is §338 or §338(h)(10) appropriate?
    • The impact of the §197 amortizable intangibles regulations on the acquisition and disposition of a business
    • How to allocate purchase price for tax advantage
    • Liquidations as alternatives to sales of a business
    • Planning to avoid double taxation under 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 recognition of tax planning opportunities
    • Bootstrap acquisitions
    • State tax issues
    • Unique issues in buying and selling of LLC/partnership interests
    • Individually owned goodwill
 

Designed for:

All practitioners who will be involved in the sale of a business.

Prerequisite: 

A basic course in partnerships/LLCs; experience with C corporations.

  

Advanced Prep: None

 

Speaker: Bob Gilwee

Vendor: Surgent McCoy

Field of Study: Tax

Level: Intermediate

CPE Credit: 8 Hours

Acronym: SELL

 

 
Registration Fees:                           
Members                
Nonmembers     
Earlybird (through 10/27) 
$257 $340
Standard (after 10/27)
$285 $340

 


 

Meet the Speaker:

Robert M. Gilwee Jr., CPA
Gilwee and Green, LLC/Towson, Maryland
Robert Gilwee is a tax partner in a local accounting firm with over 20 years of practice experience in taxation. His primary areas of expertise are income and estate taxation and international taxation. He has previously held positions with Price Waterhouse Coopers, KPMG Peat Marwick, and Deloitte and Touche. His background includes assistance in resolving tax-structuring issues using LLC's, S-Corporations', etc. He is a frequent discussion leader on a variety of taxation topics. Robert serves as an Adjunct Faculty member of the University of Baltimore and Villa Julie College and is an instructor in the Lambers CPA review course.
Mr. Gilwee is a recipient of the Top Manuscript Award from Price Waterhouse Coopers. He is a member of the AICPA and the Maryland Association of CPAs.

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