S Corporations: How To Avoid Common And Often Overlooked Pitfalls (Simple to Complex)

Webinar: ID# 1021673
Recorded CD
About This Course:
The S corporation is an attractive type of entity in that it offers limited liability for its shareholders while avoiding the double taxation experienced by C corporations.

However, there are several requirements that must be met in order for companies to do business as S corporations that, if not met, may result in undesirable consequences. These pitfalls may lead to termination of the S election and additional tax for the corporation or the shareholder, or both.

Furthermore, given the tumultuous legislative environment, the tax rules that apply to S corporations and their shareholders are constantly changing, providing both pitfalls and opportunities.

This webinar helps you understand the tax rules that govern S corporations and their shareholders and avoid unintended consequences. We will highlight common transactions that have negative, but avoidable, impacts and will also present opportunities for S corporations and their shareholders that exist in the current regulatory environment.

This information is critical for you to ensure proper operation of your client's business from a tax perspective and quality tax services for your clients.


Corporate and Shareholder Requirements
  • One Class of Stock
  • Number
  • Type
Shareholder Basis
  • Importance of Basis
  • Stock Basis; Debt Basis
Entity Level Taxes
  • Built-in Gains Tax
  • Excess Net Passive Income
  • LIFO Recapture
Reasonable Compensation to Shareholder
  • Reasonable Compensation - Significant Employment Tax Savings by Making Distributions
  • Unreasonable Compensation
  • Negative Economic Consequences of Reducing Compensation
  • Election to Distribute CE&P Before AAA
  • Deemed Dividend Election
About The Presenters

Giovanni F. Di Censo
  • Cleveland Tax Managing partner
  • Tax principal in the Mergers & Acquisitions Transactions Services Practice of Deloitte
  • More than 17 years of experience at Deloitte, 12 as a dedicated M&A specialist and 5 years of international tax and transfer pricing experience
  • Advises clients on tax structuring, cash modeling, tax due diligence and transaction documents in connection with mergers, acquisitions, dispositions, IPOs, debt workouts and restructurings and recapitalizations
  • Barred in Ohio, PA and NJ, member of the American Bar Association
  • J.D. degree, Ohio Northern University‚Äôs Pettit College of Law; LL.M. degree in International and comparative laws, Georgetown University Law School; B.A. degree in Philosophy, University of Notre Dame
Aubrey C. Markota
  • Senior manager in the Business Tax Services Group of Deloitte
  • Worked for Deloitte for more than ten years, of which two were overseas, two were in Miami and the remaining years in Cleveland
  • Experience with tax compliance and consulting for both public and private companies including corporate returns, pass-throughs, trust taxation, state and local tax compliance, and tax provision review
  • CPA, Tax Club of Cleveland, and AICPA member
  • B.S. degree in accounting, The University of Akron
S Corporations: How To Avoid Common And Often Overlooked Pitfalls (Simple to Complex)
Available on CD format
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