Stock vs. Asset Acquisitions of C Corporations (SVAS)

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Overview

2.0 Credits
ONLINE

A business conducted as a C corporation can be purchased in one of two ways, as an asset sale or a stock sale. In an asset sale, the buyer purchases the business by purchasing the assets which make up the C corporation's ongoing business. In a stock purchase, the buyer purchases the stock of the C corporation that owns all of the business assets. The seller and the buyer are usually at odds over how to structure the acquisition. Tax practitioners advising their business clients should be fully conversant with the tax rules that apply to stock and asset sales. Discussing and explaining those rules is the focus of this course.

Objectives

  • Advise owners of C corporations and those wishing to buy C corporations of the tax consequences associated with an asset or stock sale

Major Topics

  • Advantages and disadvantages to buyer and seller of an asset sale and a stock sale
  • Tax treatment of consulting agreements and covenants not to compete
  • Sale of personal goodwill associated with an asset sale
  • Tax consequences associated with a stock sale and an asset sale
  • Tax-free exchange in a stock sale
  • Non-tax issues that must be considered when a corporation is sold

Designed For

Tax practitioners advising sellers and buyers of C corporations.

Prerequisite

None

Advanced Preparation

None