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Business Planning with S Corps (Teleseminar)
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Business Planning with S Corps (Teleseminar)

2 CLE hours total

7/28/2015 to 7/29/2015
When: 07/28/2015 - 07/29/2015
1:00 PM to 2:00 PM
Contact: (404) 521-0781

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One-hour CLE programs are just a phone call away
Convenient, affordable, timely and informative
An 800 number connects you to nationally recognized practice leaders who will speak on important issues and emerging trends in the law. You can also pose your own questions to the speakers. Written materials and other details are emailed in advance to pre-registrants.

Business Planning with S Corps - 2 CLE hours
S Corps are a popular choice of entity, particularly for family-controlled businesses.  They retain certain tax advantages over other pass-through entities which will be accentuated after the recent adoption of a new 3.8% tax on net investment income.  Still, S Corps are “fragile” entities in the sense that the tradeoff for their tax and other benefits is that they must adhere to a several capital structure restrictions, which limit their flexibility.  Drafting  S Corp stockholders’ agreements is a careful balance of maximizing tax benefits, preventing the loss of the preferred tax status through inadvertently disqualifying corporate actions, and maximizing organizational flexibility in other areas. This program will provide you with a real world guide to business planning with S Corps and drafting their underlying stockholder agreements.

Day 1 – July 28, 2015:

Business planning with S Corps and drafting S stockholders’ agreements 
Counseling clients on choice of entity considerations of S Corps v. LLCs/partnerships 
Capital structure issues – restrictions on types of debt and equity
Transferability of interests and restrictions to preserve S Corp status 
Planning for the merger or sale of an S Corp into another S Corp, LLC or C Corp

Day 2 – July 29, 2015:

Overview of new tax advantages of using an S Corp over an LLC after the 3.8% tax on net investment income
Distribution planning in S Corps – tax advantages/disadvantages of withdrawing money as salary or distributions
Incentive compensation issues, including fringe benefits and restrictions on deductibility
Planning and drafting for distributions and tax liability


Paul Kaplun
is a partner in the Washington, D.C. office of Venable, LLP where he has an extensive corporate and business planning practice, and provides advisory services to emerging growth companies and entrepreneurs in a variety of industries. He formerly served as an Adjunct Professor of Law at Georgetown University Law Center, where he taught business planning.  Before entering law practice of law, he was a Certified Public Accountant with a national accounting firm, specializing in corporate and individual income tax planning and compliance.  Mr. Kaplun received his B.S.B.A., magna cum laude, from Georgetown University and J.D. from Georgetown University Law Center.

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