Discussion:Asset Sale of a C Corporation

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Discussion Forum Index --> Tax Questions --> Asset Sale of a C Corporation

W&K (talk|edits) said:

17 November 2006
Hi,

We have a client who is selling his C Corporation via an "Asset Sale" as opposed to a stock sale. After the C Corporation pays the taxes at the corporate level, can the shareholder take back his original capital stock contribution tax free before he distributes the balance of the proceeds as a dividend? Any input would be appreciated. Thank you.

Kluskey (talk|edits) said:

17 November 2006
I believe the distribution of the cash left in the corporation after payment of corprate level taxes would be considered a buy back of the shareholder's stock (also known as liquidating dividend). This would be shown on shareholder's schedule D as proceeds from the sale of the stock, from which his cost is subtracted in coming up with the taxable capital gain.

Corptaxhelp (talk|edits) said:

November 17, 2006
If your client is a c-corp who just did an asset sale, I would very much like to speak with you. My investors are interested in purchasing c-corporations after an asset sale. Often, we can bring substantial additional proceeds to the shareholders. My email address is corptaxhelp@gmail.com. If we purchase the shares of the corporation, you client will be in a much better tax position when all is said and done.

KINGFISH (talk|edits) said:

17 November 2006
BEST YOU CK THE REGS UNDER LIQUIDATION--YOU NEED A PLAN, A FORM

966 AND BE ABLE TO MEET THE ONE YEAR LIQIDATION RULE-OTHERWISE THE DIVIDEND WILL BE ORDINARY INSTEAD OF CAP GAIN--BEMORE THAT CAUTIOUS IF YOU ARE USEING AN INSTALMENT SALE...KINGFISH

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