Tax Issues in Buy-Sell Agreements
Structuring Agreements for Optimal Income and Estate Tax Results for Partners and Shareholders
Recording of a 90-minute CLE webinar/teleconference with Q&A
Conducted on Wednesday, August 11, 2010
Recorded event now available
This CLE webinar will prepare tax counsel to address key components of buy-sell agreements, including valuation methodologies and timing, as well as the income and estate tax implications that must be considered in structuring the agreements.
Description
Buy-sell agreements are critical to protect a company, partnership or LLC against high-risk events that threaten the stability and survival of the entity, such as a member's or owner’s death, disability, retirement, termination, or sale of interest to a third-party nonmember.
Structuring a buy-sell agreement, involves complex income and estate tax planning at every stage of the process from the type of the buy-out, the funding mechanism, trigger events and price and payment terms.
LLCs and closely held corporations are often illiquid thus necessitating a reliable means of valuing both the entity as well as the member’s ownership interest. There are, however, hidden income and estate tax considerations that arise in valuation methodologies.
Listen as our authoritative panel of tax attorneys guides you through the critical components of a buy-sell agreement and how to structure the agreement for the best tax result.
Outline
- Critical buy-sell provisions
- Structuring the buy-out: cross-purchase v. entity purchase; cross-insurance trusts
- Funding mechanisms: insurance, cash flow, loans, sinking funds, reserves, installment payments
- Trigger events: lifetime transfers, termination, retirement, disability, death
- Purchase price and payment
- Key factors in determining price
- Payment terms
- Valuation issues
- Valuation of company
- Valuation of ownership interest
- Methodologies and timing
Benefits
The panel will review these and other key questions:
- What are the tax implications for cross-purchase v. redemption forms of buy-sell agreements?
- What income tax ramifications arise in the various methods of funding the buy-out?
- What estate tax planning opportunities must be addressed when structuring buy-sell agreements?
Upon completing this seminar, you will be well prepared to address key tax components of buy-sell agreements, including valuation methodologies and timing. You will also learn the income and estate tax implications that you must consider when structuring buy-sell agreements.
Faculty
Steven M. Dane,
Member
Kostin, Ruffkess & Company, Springfield, Mass.
He has over 26 years of professional experience concentrating in the areas of valuation and litigation support services. He also assists clients with their mergers and acquisitions, financing, tax planning and general accounting and tax matters. He presently serves on the Firm’s Board of Directors.
Allen M. Silk,
Shareholder
Stark & Stark, Lawrenceville, N.J.
He chairs the Firm’s Business & Corporate Group. His experience includes a broad range of tax, trusts and estates and general corporate matters including estate planning, closely-held business counseling and business succession planning, structuring of business entities and joint ventures, acquisition and sale of business interests, and corporate and partnership tax matters.
Brian E. Hammell,
Attorney
Cushing & Dolan, Waltham, Mass.
He is the Director of the firm’s Corporate Department. His practice concentrates in business law, employment law, commercial litigation, shareholder agreements, and business reorganizations. He is experienced in areas of business litigation, debtor and creditor rights, secured lending, mergers and acquisitions, and other commercial transactions and disputes.
Ordering
Online CLE - Audio Recording
Includes audio streaming of full program plus handouts (available 24 hours after live seminar).
CPE: Self-study CPE is not offered on online webinars.
CLE:
Pre-approved for participatory or non-traditional/alternate format credit in: CA, HI*, NY*, WV*.
Pre-approved for self-study credit in: AK, AZ, GA, MO, MT, TX, VT, WA.
Upon request, also available in: CO, CT*, FL, ID, KY, LA*, ME, NC, ND, NE, NH, NM, NV, OR*, SC, TN, UT, WI*, WY. If you are applying for credit in one of these states, make sure to select those states when placing your order.
(*Indicates that Strafford must report attendance.)
Online CLE Audio $297.00
Available 24 hours after the live event
Recorded Event
Includes full event recording plus handouts (available after live seminar).
CPE: Self-study CPE is not offered on recorded events.
CLE: Pre-approved for self-study credit in: AK, AZ, CA, CT, GA, HI, MO, MT, NY, TX, VT, WA, WV. Upon request, self-study credit is also available in: CO, FL, ID, KY, ME, ND, NE, NH, NM, NV, OR, UT, WI, WY. If you are applying for self-study credit in one of these states, contact Strafford CLE at 1-800-926-7926 ext. 35 or CLE@straffordpub.com.
Webinar Download (Slide Presentation with Audio) $297.00
Available three business days after the live event
DVD (Slide Presentation with Audio) $297.00
plus $9.45 S&H
Available ten business days after the live event
MP3 Download (Audio with Slide PDFs) $297.00
Available 24 hours after the live event
CD (Audio with Slide PDFs) $297.00
plus $9.45 S&H
Available ten business days after the live event
Webinar/Teleconference
Strafford webinars/teleconferences offer several options for participation: online viewing of speaker-controlled PowerPoint presentations with audio via computer speakers or via phone; or audio only via telephone (download speaker handouts prior to the program). Please note that our webinars do not feature videos of the presenters.
NASBA CPE Sponsor

Strafford Publications, Inc. is registered with the National Association of State Boards of Accountancy (NASBA) as a 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 website: www.learningmarket.org.
CLE Credit
Strafford's live seminars qualify for CLE in every state that accredits webinars. They offer you a high quality, cost effective, and convenient CLE option, with no lost travel time or expenses.
CPE Credit
Strafford is a NASBA CPE sponsor and our live seminars qualify for CPE credits. They offer you a high quality, cost effective, and convenient CPE option, with no lost travel time or expenses.
Customer Reviews
Excellent topics, discussed very well.
McClure King
Dearborn National
All of the speakers were very informative, and being able to ask questions was very helpful.
Larry V. Smith
Jackson Walker
This was an excellent teleconference; one of the best I have listened to. The speakers were all very knowledgeable on the subject, but importantly, they were able to present in a very direct, easy to listen to and understand style.
Jose E Guzman, Jr.
Nossaman
Good handouts and up to date references.
Andrew Davis
Lieben Whitted Houghton Slowiaczek & Cavanagh
The program was very to the point — no fluff.
Brian McNamara
Wright Lindsey & Jennings
Tax Law Advisory Board
Tax Partner
Steptoe & Johnson
Of Counsel
Morrison & Foerster
Partner, Federal, State and International Tax Planning
Rogin Nassau
International Tax and Tax Controversies Partner
DLA Piper
Partner and Practice Group Leader - Tax
Waller Lansden Dortch & Davis
Transactional Tax Partner
McKenna Long & Aldridge
Partner, Cross-Border Transactions Tax
Fraser Milner Casgrain
Federal Tax Partner
Nixon Peabody
Partner, Tax-Exempt Organizations
Steptoe & Johnson
Partner, Corporate Tax and Due Diligence
Pepper Hamilton
Tax Controversy Partner
Crowell & Moring
Of Counsel
Skadden Arps
Peter Stathopoulos
Managing Director, State and Local Tax Practice
Bennett Thrasher
Partner & Co-Chair, State & Local Tax Practice
Sutherland Asbill & Brennan
Our Guarantee
Strafford webinars and teleconferences are backed by our 100% Unconditional Money-Back Guarantee: if you are not satisfied with any of our products, simply let us know and get a full refund. For more information regarding complaints and refunds, please contact us at 1-800-926-7926 ext 10.