Jen:  This is the PKF Texas Entrepreneur’s Playbook.  I’m Jen Lemanski, this week’s guest host, and I’m here with Martin Euson, one of our tax directors on our Transaction Advisory Services team.  Welcome to the Playbook Martin.

Martin:  Thank you Jen.

Jen:  So Transaction Advisory Services, I know you’ve told me before that we advise people when they’re looking to purchase a business, what are some of the top tax issues that you want them to consider when looking into something like that?

Martin:  There are three key areas that I advise clients on who are looking to buy a business.  First and foremost I advise them that they should really understand the form, the substance and the structure of the transaction they’re proposing to undertake from both a legal perspective and a tax perspective because as you may imagine those two can differ.  Secondly I advise them they should really be able to manage their risk and limit their exposure to the historical tax liabilities of the business that they’re proposing to buy.  And thirdly I advise them that they should really understand the tax attribute profile of the business that they’re proposing to acquire.  In other words are there any loss carryovers or credit carryovers that may be available to then in the future?

Jen:  So it sounds like there are a lot of moving parts when you’re potentially thinking about buying a business.  What sort of timing should all of this take?

Martin:  Jen the most important issue here with respect to timing is that all of this stuff be accomplished prior to the transaction.  If you’re looking at this stuff after the transaction’s already happened it’s really of limited value.

Jen:  So it’s really too late?

Martin:  Yes.

Jen:  Perfect.  So they need to call you and get you on the phone now if they’re even thinking about buying a company?

Martin:  Absolutely.

Jen:  Perfect.  Well we’ll get you back to talk some more because I think this is a little bit more in depth than we can go into right now.

Martin:  Thanks Jen, I look forward to it.

Jen:  To learn more about how we can assist you with your potential transactions visit PKFTexas.com/transactionadvisoryservices.  This has been anther Thought Leader production brought to you by PKF Texas The Entrepreneur’s Playbook.