Whenever a decision has been made to terminate the operations
of a business or sell a business, it is imperative that
any associated income tax ramifications be explored. In
most situations the income tax liability will play a major
role in your ultimate decision process. Mr. Richard L. Dorigatti,
MAcc, CVA, CPA has extensive knowledge and experience in
exploring all available options and creatively structuring
the most appropriate plan. The following are important issues
to consider:
- Taxable gains on corporate liquidation (IRC
Section 336)
- Unutilized losses on corporate liquidation
(IRC Section 267 and 311)
- Tax-free partnership / limited liability company
liquidation (IRC Section 731)
- Corporate reorganizations and mergers (IRC
Section 368)
- Martin Ice Cream impacts
- Tax-free transfers to new corporations (IRC
Section 351)
- Purchase price allocations (IRC Section 1060)
- Stock purchase treated as an asset acquisition
(IRC Section 338)
- Built-in tax (IRC Section 1374)
- Stock Redemptions (IRC Section 302)
- Conversions to lower capital gains rates
- Valuation
of intangible assets and tangible assets
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