Gain a better understanding of the rules and issues surrounding corporate and partnership liquidations and gain insight into potential planning opportunities available with a liquidation.
Liquidations are often viewed as the end of a business operation, however, a liquidation can also be utilized to achieve tax results in an acquisition, disposition or restructuring context that can minimize up front tax implications and provide tax planning benefits going forward. We will discuss the rules, requirements and tax implications of corporate and partnership liquidations, and provide examples of when liquidations can be utilized for planning purposes or to arrive at structuring solutions.
Learning Objectives
- You will be able to differentiate between liquidation and dissolution.
- You will be able to identify tax implications to the corporation and its shareholders in a corporate liquidation.
- You will be able to identify tax reporting requirements in a Liquidation.
- You will be able to recognize potential opportunitie to utilize a liquidation for tax planning purposes.
Credit
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Why Lorman?
Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Agenda
Corporate Liquidations
- Liquidation Defined
- Taxable Liquidations Under Section 331
- TaxFree Liquidations Under Section 332
- Reporting and Documentation Requirements
- Utilization of Liquidation for Planning and Restructuring Opportunities
- Examples
Partnership Liquidations and Terminations
- Overview of Four Typical Transactional Scenarios That End in Liquidation/Termination
- Review the Subchapter K Governing Rules and Principles, Including:
- Gain and Loss Allocations
- Capital Account and Tax Basis Implications
- Basis Carryover and Holding Period Rules
- Asset Distributions and Partnership Divisions
- Section 751 Property Implications
- Review Application of Rules as Well as Planning Opportunities in the Context of the Four Typical Scenarios
Credit
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Why Lorman?
Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Credits
OnDemand Course
This course was last revised on August 1, 2019.
Call 1-866-352-9540 for further credit information.
CPE/NASBA - QAS Self Study 2.5 including Business Management and Organization 2.5
- Lorman Education Services is registered with the National Association of State Boards of Accountancy (NASBA) as a QAS Self Study sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its web site: www.nasbaregistry.org. For more information regarding administrative policies such as complaint and refund, please contact our offices at 866-352-9539. CPE Credit: Maximum Credit Hours: 2.5 each session (based on a 50 minute credit hour). You must attend at least 50 minutes to obtain credit. Field of Study: Business Management and Organization for 2.5 hours. Prerequisite: . Level of Knowledge: Intermediate. Teaching Method: Seminar/Lecture. Advance Preparation: None. Delivery Method: QAS Self Study. Please refer to the information in this advertisement for outline, course content and objectives. Upon completion of this course, you will receive a certificate of attendance. Final approval of a course for CPE credit belongs with each state's regulatory board.
Credit
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Why Lorman?
Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Faculty
David Gette, CPA
Baker Tilly Virchow Krause, LLP
- Tax director with Baker Tilly Virchow Krause, LLP with a focus on transaction tax matters including tax due diligence and structuring
- Advises clients on tax consequences of domestic and cross-border transactions, acquisitions, dispositions, internal restructurings, reorganizations and other capital-related matters
- Presents regularly on tax and mergers and acquisition related topics
- Member of the AICPA and Minnesota Society of CPAs
- B.S. degree in accounting, Moorhead State University
Joseph Schlueter
Baker Tilly Virchow Krause, LLP
- Tax director in the Minneapolis office of Baker Tilly Virchow Krause, LLP
- Over 30 years of experience in public accounting, and over 20 years as a national tax resource in national accounting firms on all matters related to the taxation of partnerships
- Extensive experience advising small, middle market and closely held business clients on structuring acquisition, disposition, and ownership succession transactions and the related tax implications
- Active for more than 20 years in preparing and presenting webcasts and seminars for CPE and CLE organizations
- J.D. degree, University of Iowa, College of Law; B.A. degree in accounting, University of Northern Iowa
Credit
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Why Lorman?
Over 34 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
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