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Owner financed Installment Sale of an S-Corp Liquidation

mikeruney
Level 1

Auto Mechanic Client Sold his S-Corp However the sale was financed by him personally of the assets and goodwill. The new owner used his existing business to take over the operations of the mechanic shop.

1.) How do we Calculate the goodwill and does that go directly on the 1120s?

2.) Will the installment Sale go on he 1120s or the 1040?

I know how to do a liquidation sale on an 1120s and S-Corp

I know how to do a Owner financed sale on a personal 1040 (like selling a house)

However I've never encountered both.

I'm just trying to make sure he doesn't pay capital gains tax all at once. Most all the assets have been fully depreciated. However the Goodwill should be pretty high.

 

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3 Comments 3
sjrcpa
Level 15

Did owner sell his stock?

Did S Corp sell its assets?

Was it a stock sale with a 338(h)(10) election?

Do you have the sale documents?

etc.

 


The more I know the more I don’t know.
BobKamman
Level 15

Has either party ever heard of Form 8594?

The buyer owes money.  There should be a promissory note.  Who is the payee on that note -- the corporation, or its shareholder?  

qbteachmt
Level 15

"Sold his S-Corp"

Who is it that you have for the 1120-S as taxpayer client, then? The seller or the new owner? Because you stated the S Corp is sold, not closed.

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