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What is form 5471: Form 5471 is an information reporting form the must be filed with a taxpayer tax return when they meet certain ownership amounts of foreign corporations. Broadly speaking, the form reports who owns the foreign corporation, the current year financial information of the foreign corporation, information related to subpart F and GILTI...
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Non-Recourse Liability and Debt
Advantages of Taking on Debt with Non-Recourse Liability Non-recourse debt means that if the debtor defaults, the creditor cannot pursue the debtor personally. Instead, the creditor must seek recovery from the collateral securing the loan. The creditor can file a suit against the borrower if the collateral does not cover the debt. However, if the...
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Important Information About B Reorganizations
What are Reorganizations? A reorganization allows a company to restructure its operations without triggering significant tax consequences. A reorganization is generally considered a change in the form of a corporation rather than a mere change in the place of doing business. For example, suppose a company moves its headquarters from New York City to Los...
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Do You Know About IRC 368 Tax-Free Reorganization
IRC Tax-Free Reorganization Reorganization is a term used when a company changes its structure. A reorganization differs from a merger or acquisition because it does not involve merging two companies. Instead, it consists in changing the legal form of a corporation. Reorganization is also different from liquidating a company because it doesn’t involve selling all...
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Understanding the differences in a stock sale and asset sale.
Two Options: Stock Sale and Asset Sale When buying a company, you have two options: buy all its shares or just the company’s assets. If you’re looking to sell your company, you may also choose to sell all of its shares or just its assets. There are pros and cons to stock sales or asset...
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What You Should Know About Dissolving Your LLC
How to Dissolve an LLC When you start an LLC business, you are usually excited about what lies ahead. You might even dream about all the possibilities of starting a new venture. However, when you close down your business, you might feel like you need to get rid of any unfinished projects before moving on...
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IRC Section 338 Election
Section 338 Election Benefits Section 338 Election of the Internal Revenue Code provides a way to treat stock purchases as asset acquisitions for tax purposes only. In other words, under Internal Revenue Code §338(h)(10), the selling corporation will bear the tax associated with the transaction, but there will only be one level. This single layer...
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Tax deductions for small business owners.
Small Businesses and Tax Deductions As small business owners, we know that you do your best to keep costs to a minimum. One way to save money that many business owners overlook is tax deductions. Tax deductions that sole proprietors, partnerships, and LLCs may be able to take add up to a significant amount of...
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Tax Implications When Gifting Property
Gifting Property Tax Implications When gifting property, gift and estate taxes are two different types of taxes applied to wealth transfers. A gift is when someone gives away property without getting anything back in return. An example of a gift is giving your car to your friend. Estate taxes apply to the transfer of assets...
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When Is A Stock Purchase Treated as Asset Purchase
The Acquisition Process When businesses acting as the seller or purchaser are going through the acquisition process, there is likely to be discussion as to whether the acquisition will be structured as an asset purchase or a stock purchase. There are advantages and disadvantages to an asset purchase and a stock purchase for both the...
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