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S Corporation Exit Strategies

Author: Jennifer Kowal

CPE Credit:  2 hours for CPAs
2 hours Federal Tax Related for EAs and OTRPs
2 hours Federal Tax Law for CTEC

Per the IRS Education Provider Standards this course must be COMPLETED by 12/31/2025 to receive credits. NOTE: Go to My Professional Profile in your CCH CPELink account settings to ensure your name, and PTIN number; matches your PTIN card

Many S corporations are closely held businesses, founded and nurtured by a small number of shareholders. Just as the single level of tax on S corporations brings tax advantages while operating the business, it also offers several tax advantaged possibilities for exiting the business by some or all of the shareholders. This course covers the tax consequences of stock and asset sales (including 338(h)(10) transactions, stock redemptions, tax-free reorganization transactions, and IPOs).

Publication Date: June 2023

Designed For
Tax practitioners at all levels who advise S corporation clients.

Topics Covered

  • Intro to key S corp features and limitations
  • S corporation stock sales and asset sales, included section 338(h)(10) deemed asset sales
  • Buy/sell agreement considerations
  • Stock redemptions
  • Tax-free reorganization transactions

Learning Objectives

  • Describe the difference in tax consequences between S corporation stock sale and asset sale
  • Recognize how to explain best practices for S corporation buy/sell agreements
  • Identify how to summarize tax treatment and mechanics of 338(h)(10) election by S corp shareholders
  • Identify an advantage of an S corporation compared to other types of legal entities
  • Identify a business consequence of a stock sale vs. an asset sale
  • Describe what it is when a corporation acquires its own stock from a shareholder in exchange for cash or other property

Level
Intermediate

Instructional Method
Self-Study

NASBA Field of Study
Taxes (2 hours)

Program Prerequisites
A basic understanding of S corps.

Advance Preparation
None

Registration Options
Quantity
Fees
Regular Fee $67.00

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