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ACPEN Signature: 2017 A CPA's Guide to the Purchase and Sale of a Business (ACCGPS05)

Date:Thursday, December 28, 2017
Time:2:00 PM - 10:00PM
(Registration at 1:30 PM)
Facility:Webcast or Webinar, Online
CPE Credit:8.0 Technical Business
Instructor: C. C. Davis
Course Level:Update
Early Bird Price:$195.00 FICPA Members, $245.00 Non-Members


There’s a lot to consider when buying or selling a business: representations, covenants and indemnities regarding taxes; taxable versus non-taxable acquisition forms; capital gains versus ordinary income; amortization of intangibles; penalty taxes for excess “parachute” payments and possible exceptions; non-qualified deferred compensation programs and penalty taxes for non-compliance; possible limitations on target company losses; triggering built-in gains into income. And, there are significant dollars at stake in what may be one of the biggest transactions your client will ever undertake. Our panel of experts will make sense of it all for you!

One of the most important ways that CPAs can assist their clients is in the sale or purchase of a business. There are many details that must be considered and executed. Our panel of experts will explain the process from beginning to end. 


  • Please Note:  If you need credit reported to the IRS for this IRS approved program, please download the IRS CE request form on the Course Materials Tab and submit to


  • Valuation of the Target entity and the issue of personal goodwill

  • Don’t buy an employment tax problem

  • The accountant’s role in the due diligence process: representations, covenants, indemnity and escrow—regularly encountered issues

  • Taxable sales of stock and assets

  • The importance of the 754 election and the disguised sale rules in sales of partnership interests

  • Special problems encountered in the sale of an S corporation and structures to address those issues

  • Non-taxable acquisitive reorganization structures and variations using single member LLCs

    Major Topics:
    • Business Valuation
    • Allocations of Purchase Price: Sections 1060 and 197
    • Purchase Price Adjustments
    • Earnouts and Related Installment Sale Issues
    • Sales of Personal Goodwill
    • S Corporation and Partnership Issues on the Sale and Purchase of a Business
    • BBA Partnership Audit Rules
    • Charitable Giving Prior to a Sale
    • Primer: IRC Sections 368/351; 338 and Transaction Expenses

    Who Should Attend:
    Partners and managers responsible for planning and executing the sale or acquisition of small businesses


    Advanced Preparation:


    If listed below, select the appropriate sessions or options to continue with your purchase.

    Registration Status: CLOSED - Online registration for this course is now closed. Please contact the Member Service Center at (800) 342-3197 if you wish to inquire about registering.