Purchases and Sale Agreements (Completed)

The tax-related provisions of purchase and sale agreements serve various functions, including providing information and contractually allocating responsibility for payment of taxes, filing of tax returns, control of tax related claims and other matters.

This course will provide an overview of the different types of purchase and sale agreements and their structure, common “tax provisions”, and issues to look out for when advising the buyer and the seller.

Who Should Attend
Tax practitioners at all levels who provide advice and return preparation involving the purchase and sale of businesses.

Topics Covered

• Typical structure of purchase and sale agreement, for both asset transactions and stock transactions
• Common functions of "representation and warranty" and indemnification sections.
• Situations that may create potential tax pitfalls for clients or their return preparers

Learning Objectives

• Describe how a purchase and sale agreement works, including the representation, warranty, and indemnity provisions
• Identify the objectives of a buyer or seller client, and how those are reflected in the agreements
• Discuss intersection between agreement provisions and due diligence responsibilities
• Recognize and explain how purchase and sale agreement provisions may affect return filing for year of purchase/sale transaction

Level
Basic

Instructional Method
Group: Internet-based

NASBA Field of Study
Taxes (2 hours)

Program Prerequisites
None

Advance Preparation
None