Liquidating California Corporations, Partnerships and Limited Liability Companies - Preliminary tax analysis. Why dissolve ASAP? Why wait? Special S corp issues. The tax-free liquidation of an S corp. Traps in dissolving a subsidiary into a parent. Problems with cash method and installment sale receivables. Avoiding useless capital loss. Sales tax and property tax issues. Avoiding director liability. When shareholders will be liable for claims against the dissolved corporation. An overview of the liquidation process. Special issues in liquidating a general partnership or LLP. Comparison of the liquidation rules for LLCs and limited partnerships vs. corporations.
Succession Planning - Transferring a Business to the Next Generation - Part One (background info - 14 pages) and Part Two (8 case studies - 20 pages)
An outline of the income tax, estate planning, family, business and ethical issues that are involved in planning for a successful business succession, whether to family members or non-family employees. Shows several tax planning techniques that can be used to minimize income, gift and estate taxes. Also includes tools to control ownership of the business and to avoid or resolve conflicts. Addresses ways to keep key employees during the succession process. Stresses a team approach among the advisors.
Choice of Entity and Estate Planning - Liability and Income Tax Issues
An outline of the liability protection issues and the income tax issues that impact the choice of a business entity in estate planning and business succession planning.
Tax Strategies in the Sale of a Business - What the New Tax Law Can Do for You
A detailed outline containing many tax planning ideas for the seller -- or buyer -- of a business after the 2003 tax law changes. Includes Preliminary Analysis, Asset Sales, Stock Sales, When the Target is an S Corporation, and many other important issues.
Structuring Businesses for the 21st Century
An outline of a practical approach to choosing the best business entity. Do you need a C corporation, an S corporation, a limited liability company ("LLC"), a limited partnership, a registered limited liability partnership ("LLP"), or a professional corporation? Or will a simple general partnership or sole proprietorship be sufficient?
Buy-Sell Agreements for Closely-Held Businesses
This outline lists the important considerations for business owners thinking about what will happen to each others’ interests in the business when one of them dies, retires, wants to sell or goes through a divorce.
Buy-Sell Agreement Checklist
The key issues facing owners of closely-held businesses. For shareholders, members of LLCs and partners. What events will trigger a buy-out? Who should be entitled (or required) to buy the shares? How will the purchase price be funded? (Installment payments, savings, life insurance, disability insurance?) How to be sure and cover all community property intrests in the shares. Should the agreement affect the ownership of related businesses? Should a departing shareholder agree not to compete with the business? Can a buy-sell agreement affect an S corporation election?
Insurance Funding for Buy-Sell Agreements
The special tax issues that arise when shareholders fund the eventual purchase of shares with current purchases of life insurance on each other.
Hot Tax Planning Tips and Strategies
Key tax-saving and liability-limiting planning ideas. Topics: Choice of Business Entity; Preserving Net Operating Losses; Liquidation Traps; S Corporation Tips; Selling a Business; Incentive Compensation; Nonprofit Organizations.
Nonprofit Organizations, Private Foundations and the Charitable Contribution Deduction
An outline of key issues for CPAs who work with nonprofit organizations or serve as their officers or directors. Includes a glossary of terms. So you want to set up a new nonprofit organization? The role of the accountant. Advising officers. Duties of directors. Revocation of tax-exempt status. Asset transfers and mergers. Expanding a nonprofit organization - planning issues. Acticities outside the USA. Planning for the income tax charitable deduction. Special private foundation issues.
What an Attorney Should Know Before Organizing a Nonprofit Corporation
Issues that attorneys and their clients should consider before deciding to start a new nonprofit organization. An step-by-step overview of the process of organizing a new nonprofit organization, along with useful tips. Bill was invited to present this topic at a program presented by the Tax Section of the State Bar of California.
Disregarded Entities: Working with Single-Member Limited Liability Companies and Qualified Subchapter S Subsidiaries
This outline highlights the tax and practical issues that arise when working with these new entities. Presented at Tax Night 2002, a joint program of the Tax Committee of the Los Angeles Chapter of the California Society of CPAs and the Tax Section of the Los Angeles County Bar Association.
