Get “sales tax” prepared for your next business combination. Join Joe Geiger, Consulting Tax Manager at Vertex, Judy Vorndran, partner at TaxOps, and Stacey Roberts, Director at TaxOps, in CPE exploring the tax implications of sales and use tax on business acquisitions, including stock vs. asset sales, successor liability and exemptions.
A live 110-minute CPE webinar with interactive Q&A
Thursday, April 8, 2021
1:00 pm-2:50 pm EDT | 10:00 am-11:50 am PDT
This webinar will guide tax professionals with an in-depth analysis of the sales and use tax issues in acquiring certain businesses. The panel will discuss the unexpected sales and use tax consequences, nexus implications, issues stemming from the drop-down of assets followed by a stock sale, successor liability, and other key issues.
Description
Business acquisitions present particular sales tax challenges that are often overlooked when structuring transactions that tax professionals must anticipate.
Tax professionals should be well-versed in conducting a proper course of due diligence as part of the acquisition process. When transactions are being structured, tax professionals must determine whether the acquisition is subject to sales tax, whether the acquired entity qualifies for an exemption from sales tax, and identify and quantify any reserves the target company made for sales and use or other transaction-based tax liability.
Listen as our panel of experienced state tax advisers gives you a framework to identify and respond to critical state and local sales and use tax issues in acquisitions, nexus implications, issues stemming from the drop-down of assets, successor liability, and other key issues.
Outline
- Sales and use tax from transactions
- Nexus implications
- Asset vs. stock sales and transfer taxes
- Successor liability
- Tax due diligence
Benefits
The panel will discuss these and other key issues:
- Due diligence best practices for sales and use taxes for transactions
- Sales tax issues for stock vs. asset sales and acquisitions
- Understanding the various types of transaction taxes, such as stock transfer and documentary transfer/issuance taxes
- Particular sales tax challenges and maintaining exemptions
- Issues stemming from the drop-down of assets followed by a stock sale
- Methods to minimize successor liability stemming from business acquisitions
- Identifying, describing, and evaluating for sufficiency any reserves the target company has made for sales and use and other transaction tax liabilities
Faculty
Joseph F. Geiger, Jr., Esq., CPA
Consulting Tax Manager
Vertex
Mr. Geiger works with the company’s Tax Process Consulting Group and has more than 25 years of experience with income, sales and use and other taxes, with particular expertise in tax appeals, audit controversies and reverse audits. He also has experience with taxation of P-card purchases. In addition he has worked in tax compliance for corporations and for public accounting firms.
Stacey L. Roberts, CPA
State and Local Tax Director
TaxOps
Ms. Roberts finds the singular state and local tax (SALT) area fascinating and is energized by the daily challenges to design solutions that improve business tax outcomes. With 20+ years of public and private sector accounting experience, both practical and in management, she’s gained the essential business acumen necessary to be a key advisor to clients. Ms. Roberts works closely with business clients managing all compliance issues related to state income/franchise, state and local sales and use, real and personal property and unclaimed property taxes for flow through entities and C corporations; identifying planning opportunities and state and local credits and incentives; and, mitigating state and local tax controversy issues with auditors and taxing jurisdictions.
Judith B. Vorndran, JD, CPA, MSBA
Partner
TaxOps
Ms. Vorndran helps clients and tax professionals navigate the morass of state and local tax issues with the goal of making it less “taxing!” She is a nationally recognized thought leader and award-winning instructor with a steady focus on finding ways to simplify complex state and local tax issues and resolve areas of state tax controversy.
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