Choosing the right entity for a closely held business is not only a choice in time but planning for long stretches of time and the likelihood of substantial change. Among those changes are changes in tax law, changes in the capital structure and ownership ranks of the company, and changes in business strategy. These and a multitude of other considerations often involve a sophisticated tradeoff of benefits and costs, balancing certainty with flexibility, in full knowledge that change is certain. This program will provide you with a practical guide to sophisticated choice of entity considerations for closely held businesses.
• Impact of industry norms, investor expectations, and regulatory requirements
• Management and information rights, and the ability to restrict
• Fiduciary duties/liability of owners and managers, and the ability to modify these duties
• Economic rights – choosing among capital rights, income rights, tracking rights
• Anticipating liquidity events – sale of the company, liquidation of the company, new investors/members
• Planning for distributions of property
• Owner and employee fringe benefit considerations
• Impact of recent tax law changes, employment taxes, and SALT considerations
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