Fundamentals of Section 382

CD & Manual
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 104 Min. Audio MP3 - No shipping cost
   389087POD $219.00 USD Add to Cart
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Benefits

One of the most important assets of a development stage company can be its federal income tax loss carry-forward (NOL). Protecting its value to offset future federal income tax income, however, can be challenging as there are a number of tax rules designed to limit the availability of the NOLs. In particular, Section 382 limits a corporation's ability to offset taxable income with its NOLs after a change in ownership. Our panel of nationally recognized experts will provide a practical overview of the Section 382 rules while highlighting current topics.


Agenda

Equity Rollforward
  • Stock
  • Identifying 5% Shareholders
    • Investment Advisors
Fluctuations in Value
  • Notice 2010-50
Small Issuances and Cash Issuance Exceptions
Calculation of Section 382 Limitation
NUBIGs and NUBILs
  • Notice 2003-65
Consolidated Section 382
Issues in Bankruptcy
  • Section (l)(5) or (l)(6)
  • PLR 201051019

Faculty

Bryan D. Keith, Grant Thornton LLP
Jeffrey Kelson, EisnerAmper LLP
Todd B. Reinstein, Pepper Hamilton LLP

Bryan D. Keith
  • Senior manager in the Corporate Practice Group of Grant Thornton LLP’s Washington National Tax Office
  • Advises clients on corporate income tax issues, including acquisitions, dispositions, financings, and corporate restructurings
  • 12 years of experience with major accounting firms and law firms advising clients on a wide range of corporate tax matters related to acquisitions and restructurings, the preservation of tax net operating losses, and the treatment of transaction costs
  • Member of the AICPA and ABA
  • Wrote articles in major tax publications on corporate tax issues and is a contributor to the firm’s Hot Topic Newsletter
  • J.D. degree, The George Washington University Law School; M.Acc. and B.S. degrees, Brigham Young University
  • Can be contacted at bryan.keith@us.gt.com

Jeffrey Kelson
  • 30 years of experience to his leadership role in the Tax Services Group with EisnerAmper LLP
  • Experience encompasses corporate tax compliance and planning, mergers and acquisitions, local, state and international taxation, sales and use tax issues, bankruptcy and turnaround situations, and SEC issues relating to IPOs and privatization
  • Particular expertise with Section 382 NOL studies and the technical review of S-Corporations
  • Prior to joining EisnerAmper, he was a tax partner for BDO Seidman, where he provided corporate tax support for public and private clients
  • Member of the American Institute of Certified Public Accountants (AICPA) and New York State Society of Certified Public Accountants (NYSSCPA)
  • B.B.A. degree, The City University of New York’s Baruch College
  • Can be reached at jeffrey.kelson@eisneramper.com

Todd B. Reinstein
  • Partner in the office of Pepper Hamilton LLP’s, Washington, D.C. office
  • Practice emphasizes all aspects of all areas of corporate tax, including the application of Section 382
  • Conducts seminars and workshops on numerous federal corporate income tax issues
  • Wrote several publications related to the areas of Section 382
  • Vice-chair of the AICPA Tax Division’s Corporations and Shareholders Technical Resource Panel and a member of the Section 382 Corporate Tax Working Group of the American Bar Association Section of Taxation
  • J.D. degree, with honors, University of Florida College of Law
  • LL.M. degree, Georgetown University Law Center; M.Acc degree, Nova Southeastern University; B.S.M. degree, Tulane University
  • Can be contacted at Reinstet@pepperlaw.com or 202-220-1520




These Materials are Designed For

This live audio conference is designed for accountants, CPAs, controllers, CFOs, tax managers, finance directors, presidents, vice presidents, bookkeepers, enrolled agents and attorneys.

CD & Manual - CD Set with bound 38 page manual
Podcast - 104 Minute MP3 with 38 page electronic manual - Immediate Access and No Shipping Cost