Generally speaking when one business buys or acquires another business the transaction can be either an asset sale or a stock sale.  There are different tax implications, liability matters and other issues depending upon how the transaction is set up.  The video below has been prepared by a Denver business attorney at The McGuire Law...Read More

An S Corporation is a corporation that has made an election with the Internal Revenue Service to be taxed as an S Corporation.  As such, an S Corporation is a pass through entity whereby the shareholders claim the corporate items of income, gain, loss etc on their 1040 Individual Income Tax Returns. To be eligible...Read More

In terms of a business transaction, such as an asset sale, stock sale or otherwise, how would you define fair market value and why do we care?  One could define fair market value as what a knowledgeable and willing buyer under no compulsion to buy would pay and what a knowledgeable and willing seller under...Read More

What is a limited liability partnership?  Limited liability partnerships (LLP) were initially developed in Texas as a response to the liability faced by partners of legal and accounting firms for failures of the savings and loan associations.  An LLP could be considered a form of a general partnership.  Under the legislation creating the LLP, an...Read More

A K-1 is an informational return, and a shareholder in an S Corporation would receive a K-1 stating that shareholder’s share of gain, loss, credits etc. from the S Corporation.  Because an S corporation is a pass through entity, the S corporation does not pay income tax, but rather the shareholders claim the items on...Read More

The general accounting equation: Assets = Liabilities + Equity is an important equation for a small business owner, or any business owner to understand.  It is relatively simple and makes sense when you think about an asset, or assets and their related liabilities and thus your equity.  The equation can thus be stated in terms...Read More

What is a sole proprietorship?  By definition a sole proprietorship is a business with a single owner.  Thus, there are not multiple partners, shareholders or individuals working together for a profit such as with a partnership or corporation.  I am surprised at how often I see individuals operating as sole proprietorship and I have seen...Read More

As a pass through entity, a partnership will pass gain, loss, deduction, credits and other items through to the partners.  These items are reported on Schedule K1.  Each partner will receive a K1 and these K1s are forwarded to the Internal Revenue Service and thus the IRS is aware of the pass through items the partner(s)...Read More

A previous article discussed how a sale or exchange between related parties may be treated differently under the Internal Revenue Code.  As a tax attorney, when I see a transaction or series of transactions between related parties, it always raises a red flag.  Hopefully, the article below can provide additional information regarding such sale or...Read More

There are many types of partnerships such as limited liability companies, limited liability limited partnerships, limited partnerships, general partnerships etc.  The article below has been drafted by a business attorney at The McGuire Law Firm to discuss a general partnership.  If you have questions related to your business, please contact The McGuire Law Firm. A...Read More