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Description Of A Business Entity That Ms. Growne

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BACKGROUND: Sue Growne, client G14159, is looking to purchase a tavern, which would include both realty and personality. So ReaLand CPA’s could better serve this client, I, Bobbi Paternico was tasked with researching the legal and tax options available to the client, based upon the entity utilized for the purchase and the method of purchase. ANALYSIS: The type of business entity that Ms. Growne selects can have both legal and tax implications. Having said this, there are some tax and legal considerations to examine regardless of the type of purchasing entity. Specifically, one of the first decisions that Ms. Growne should make, is whether she wants to acquire the assets of the tavern or the stock/interests in the business …show more content…

The statement of reserves should be reviewed, since the acquisition of the tavern, through the purchase of the seller’s interest, results in the buyer, Ms. Growne accepting both known and unknown liabilities of the business prior to her ownership. In addition, by reviewing the financial statements to look at the net operating gain or loss, Ms. Growne can determine if there is a loss she can offset against her other sources of income. For some individuals, the idea of being able to offset other income with these losses incurred prior to ownership is appealing, due to the tax benefit that may result. However, if the buyer does not have significate income to be offset or is not in a higher tax brackets, this benefit of the acquisition through interest becomes less attractive. In addition, if the sellers basis in the assets are significantly less than the assets fair market value, the buyer is likely to incur greater gains on the assets in the future, resulting in a higher taxable income and leading to negative tax implication. In contrast, if the assets of the business were purchased, the buyer would not be susceptible to prior liabilities and the seller must examine their basis for each asset, compare it with the assets current market value, and incur any applicable gains or losses, intern shifting the tax consequences of an increase in

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