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Buying and Selling S Corporations: Tax Planning Opportunities (4162317B)
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Buying or selling an interest in a closely held corporate business is an important transaction-and CPAs must be prepared to carefully consider the unique tax characteristics of an S corp to best advise their clients, whether they are the sellers or buyers. This course will consider buyer and seller perspectives, relevant law, tax planning opportunities, pitfalls to avoid and necessary compliance issues.

7/11/2016
When: 9:30 am - 5:30 pm
Where: Webinar/Webcast
United States
Contact: April Deneault
801-466-8022


Online registration is closed.
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Acronym BSCP
CPE 8 hours
Category
Tax
Level Intermediate
Vendor CalCPA
Who should attend CPAs and attorneys with at least five years of experience advising owners of privately owned businesses who own or acquire S corps; owners and financial managers of privately held corporate businesses; and IRS and FTB employees.
Prerequisite
An understanding of S corp tax law.
Fees: Early Bird
Standard
Member N/A
$245
Non-Member: N/A
$375

The Member rate applies to UACPA members and reciprocal state society members. To register online, use the ‘Register’ button above. To register by phone, call the UACPA at 801.466.8022, Monday through Friday, 8am to 4pm.

Description:
Buying or selling an interest in a closely held corporate business is an important transaction-and CPAs must be prepared to carefully consider the unique tax characteristics of an S corp to best advise their clients, whether they are the sellers or buyers. This course will consider buyer and seller perspectives, relevant law, tax planning opportunities, pitfalls to avoid and necessary compliance issues. We will also review the rules related to determining stock basis of an S corp, treatment of suspended losses, distributions, accumulated adjustment accounts, the built-in gain tax, excess net passive income tax, allocation of income and losses related to changes in ownership of an S corp, and tax treatment of S corp election terminations. Plus, we'll study different tax consequences of asset sales and stock sales, including Sect. 338 and 336(e) elections.

Major Topics:

  • Making the S election.
  • Built-in gain tax, including planning ideas.
  • Net excess passive income tax and planning.
  • Liquidation of S corps, including special rules related to installment obligations.
  • Suspended loss rules, including tax planning opportunities.
  • Sect. 338(h)(10) and Sect. 336(e) elections.
  • Qualified subchapter S subsidiary election.
  • Special rules for net operating losses and tax credit carryforwards.
  • ESOPs.
  • Consequences of and tax planning for termination of S corp elections.
  • Redemption of S corp stock, including planning opportunities.
  • Basics of acquisitive reorganizations as applied to S corps.

Objectives:

  • Identify potential tax advantages or costs of making an S corp election.
  • Recognize tax considerations of liquidating an S corp.
  • Determine when to use Secs. 338(g), 338(h) (10), 336(e) and qualified subchapter S subsidiary elections.
  • Identify allocation taxable income or loss between the buyer and shareholder.
  • Determine how to use an ESOP to sell stock to employees.
  • Identify the basics of acquisitive reorganizations and S corps.

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