Business partnerships evolve, and there may come a point when one partner needs to exit. A buyout allows the remaining partner to take complete control while ensuring fair compensation for the departing party. Whether driven by financial disagreements, retirement, or strategic restructuring, an adequately executed buyout prevents legal disputes and protects business continuity. At DPA… Read more »
Divisions under IRC Section 708(b)(2)(B) of multi-member LLCs taxed as partnerships can offer unique advantages and flexibility in certain circumstances. Although initially written for traditional partnerships, IRC Section 708(b)(2)(B) applies to multi-member LLCs that elect to be treated as partnerships for tax purposes. So, the guidance on partnership divisions applies equally to such LLCs. Under… Read more »
An asset sale is a common method for transferring business ownership. It involves the business entity selling its assets to a new entity organized by the buyer rather than the business owner selling his or her ownership of business entity (its stock if organized as a corporation or its membership interests if organized as a… Read more »
March 2024 Author: Andrew (Drew) Piunti DPA Law PC drew@dpalawyers.com An “F” reorganization is a type of qualifying tax-free reorganization for corporations under Section 368(a)(1)(F) of the Internal Revenue Code (the “Code”) that changes a corporation’s “identity, form, or place of organization” of a corporation. To satisfy its tax-free requirements, the transaction must meet one… Read more »
March 2024 Author: Andrew (Drew) Piunti DPA Law PC drew@dpalawyers.com In connection with the purchase and sale of a business, including a merger transaction or sale of substantially all of a business’ assets (a merger and acquisition or “M & A” transaction) an earn-out is a mechanism to delay and make contingent payment of a… Read more »
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