May 24, 2022


8 Total CPE Credits


Buying and Selling S Corporations: Tax Planning Opportunities

Learning Objectives

  • Identify potential tax advantages or costs of making an S corporation election
  • Recognize tax considerations of liquidating an S corporations
  • Determine when to use Secs. 338(g), 338(h) (10), 336(e) and qualified subchapter S subsidiary elections
  • Identify allocation taxable income or loss between the buyer and shareholder
  • Identify the basics of acquisitive reorganizations and S corporations
  • Special installment sale rules applicable to S corporations

Major Topics

  • Making the S-election.
  • "Qualified business income" deduction (IRC 199A)
  • Built-in gain tax, including planning ideas
  • Net excess passive income tax and planning
  • Liquidation of S corps, including special rules related to installment obligations
  • Suspended loss rules, including tax planning opportunities
  • Sect. 338(h)(10) and Sect. 336(e) elections
  • Qualified subchapter S subsidiary election (QSUB)
  • Special rules for net operating losses and tax credit carryforwards
  • ESOPs
  • Consequences of and tax planning for termination of S corporation elections
  • Redemption of S corporation stock, including planning opportunities
  • Basics of acquisitive reorganizations as applied to S corporations

CPE Credits Available

Total CPE

Things to Know About This Course


Experience with S Corporations

Advanced Preparation


Intended Audience

CPAs, attorneys, owners, financial managers, IRS and FTB employees.


California Society of CPAs

This event has ended.