Sales and Use Tax Implications of Business Acquisitions: Stock vs. Asset Sales, Successor Liability, Exemptions
Nexus Implications of Acquiring Certain Entities, Drop Down of Assets Followed by Stock Sale, Tangible vs. Intangible Assets
Note: CLE credit is not offered on this program
Recording of a 110-minute CPE webinar with Q&A
This course will guide tax professionals with an in-depth analysis of the sales and use tax issues in acquiring certain businesses. The panel will discuss the unexpected sales and use tax consequences, nexus implications, issues stemming from the drop-down of assets followed by a stock sale, successor liability, and other key issues.
Outline
- Sales and use tax from transactions
- Nexus implications
- Asset vs. stock sales and transfer taxes
- Successor liability
- Tax due diligence
Benefits
The panel will discuss these and other key issues:
- Due diligence best practices for sales and use taxes for transactions
- Sales tax issues for stock vs. asset sales and acquisitions
- Understanding the various types of transaction taxes, such as stock transfer and documentary transfer/issuance taxes
- Particular sales tax challenges and maintaining exemptions
- Issues stemming from the drop-down of assets followed by a stock sale
- Methods to minimize successor liability stemming from business acquisitions
- Identifying, describing, and evaluating for sufficiency any reserves the target company has made for sales and use and other transaction tax liabilities
Faculty
Joseph F. Geiger, Jr., Esq., CPA
Consulting Tax Manager
Vertex
Mr. Geiger works with the company's Tax Process Consulting Group and has more than 25 years of experience with... | Read More
Mr. Geiger works with the company's Tax Process Consulting Group and has more than 25 years of experience with income, sales and use and other taxes, with particular expertise in tax appeals, audit controversies and reverse audits. He also has experience with taxation of P-card purchases. In addition he has worked in tax compliance for corporations and for public accounting firms.
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Stacey L. Roberts, CPA
State and Local Tax Director
TaxOps
Ms. Roberts has been making SALT less taxing for thousands of businesses over the last 25 years. As a director of the... | Read More
Ms. Roberts has been making SALT less taxing for thousands of businesses over the last 25 years. As a director of the SALTovation team at TaxOps, she is at the table-and in the weeds-helping guide dynamic businesses through compliance and strategic planning that minimizes risk and strengthens tax positions. She entered accounting with Andersen Worldwide/Andersen LLP, where she honed her state and local tax experience. She added stints at KPMG and Deloitte before moving in-house with a Fortune 500 company, managing State and Local Tax Administration. Before joining TaxOps, she led the national SALT practice at a regional firm. Stacey is a member of the Colorado Legislative Task Force Concerning Tax Policy and a frequent speaker and author on SALT issues for industry and professional organizations, including the Journal of State Taxation, Strafford Publishing, and more.
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Judith B. Vorndran, JD, CPA, MSBA
Partner
TaxOps
Ms. Vorndran helps clients and tax professionals navigate the morass of state and local tax issues with the goal of... | Read More
Ms. Vorndran helps clients and tax professionals navigate the morass of state and local tax issues with the goal of making it less “taxing!” She is a nationally recognized thought leader and award-winning instructor with a steady focus on finding ways to simplify complex state and local tax issues and resolve areas of state tax controversy.
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