9:00 AM - 9:20 AM Registration
9:20 AM - 9:30 AM Opening Remarks and Introduction
Joel D. Maser, Greenberg Traurig, P.A.
9:30 AM - 11:10 AM Mergers & Acquisitions Involving Closely Held Corporations and their Shareholders
Jerald D. August, Fox Rothschild, LLP and Stephen R. Looney, Dean, Mead, Egerton, Bloodworth, Capouano & Bozarth, P.A.
The discussion will highlight buyer and seller income tax impacts on acquiring or selling a closely held corporation.
11:10 AM - 11:20 AM BREAK
11:20 AM - 12:10 PM Business Succession and Estate Planning for the Final Frontier
Laura K. Sundberg, Greenberg Traurig, P.A.
We will discuss business succession options within the context of the family and the business, analysis of the capabilities of family members to participate in the future of the business, both individually and collectively, and the treatment of non-participating family members in the estate plan.
12:10 PM - 1:20 PM LUNCH
Business Succession with TRA 2010: Making Two Years Last a Lifetime
Paul S. Lee, Bernstein Global Wealth Management
The Tax Relief Act of 2010 dramatically changed the wealth transfer landscape but only temporarily until 2013. This presentation will discuss the most compelling planning techniques available today to transfer businesses to family members, with an eye to what future legislation might bring to closely-held companies.
1:20 PM - 2:10 PM Private ESOPs: Unlocking Corporate Equity
William E. O’Brien, Corporate Client Group Director, Sr. V.P, Morgan Stanley Smith Barney
Most business owners are looking for liquidity strategies. Often times, an internal liquidity solution of a private ESOP may be the best option, but never discussed. The benefits and special tax advantages of an ESOP will be discussed in this course.
2:10 PM- 3:00 PM Valuation Overview and Insight
Roy H. Myers, Management Planning, Inc.
How different valuation approaches and methodologies affect the implementation of business succession plans.
3:00 PM - 3:20 PM BREAK
3:20 PM- 4:10 PM Buy-Sell Agreements: Avoiding Unwanted Third Parties
Joel D. Maser, Greenberg Traurig, P.A.
Buy-Sell agreements are critical for closely held businesses to prosper long-term. This discussion will highlight the issues, strategies and traps associated with the use of Buy-Sell agreements.
4:10 PM - 5:00 PM Panel Discussion: Surviving Beyond 2011: The Team battles Uncle Sam
Stephen L. Perrone, Business Transition Advisors, Inc. and Joel D. Maser, Greenberg Traurig, P.A.
Can the Team keep Uncle Sam from taking a huge commission on sale or transfer of the Business during life or upon death of the Business Owner?Faculty Biographies
Manuel E. Pravia experience over the past 20 years spans various industries, suchas insurance and financial institutions, as well as international tax (including corporate, foreign nationals, and expatriates). He also focuses oncorporate tax accounting issues (now ASC 740), an area that he dealt with extensively during his ten years of corporate tax experience at several prominent South Florida companies.
Manny is a member of theAmerican Institute of CPAs (AICPA) and the Florida Institute of CPAs (FICPA),where he serves in the Federal Taxation Committee. He has chaired the UnitedWay Audit Committee and sits on the Community Investment Committee. He hasserved on the Board of Directors of Alpha Kappa Psi Professional Business Fraternity and on the FIU School of Business Alumni Chapter Board. He regularlypresents at continuing professional education seminars and has been an instructor for Becker CPA Review. He is also an adjunct professor in the FIU School of Accounting.
Sydney S. Traum, BBA,
JD, LLM, CPA practices law in
Miami-Dade County, Florida. His professional association is “Of Counsel” to the
law firm of Levey, Filler, Rodriguez, Kelso & Magilligan, LLP. He is author
of The S Corporation: Planning & Operation and also The S
Corporation Answer Book, both published by Aspen Publishers, Inc. Last year
he authored articles in The Tax Adviser and the Journal of Accountancy. A licensed CPA and attorney in both New York
and Florida, Traum is a past president of the American Association of
Attorney-CPAs; the Dade County Chapter of the Florida Institute of CPAs (FICPA)
; the Greater Miami Tax Institute; and Beth David Congregation in Miami. He is
a past chair of The Florida Bar Committee on Relations with CPAs. He is
currently the Board Chairman of the Florida Association of Attorney-CPAs and is
Treasurer of the Harvard Club of Miami. . Traum is currently serving as a
member of the American Association of Attorney-CPAs Executive Committee, the
FICPA Federal Taxation Committee, the American Bar Association Tax Section’s S
Corporations Committee, The Florida Bar Probate Rules Committee, the American
Institute of CPAs Tax Division S Corporation Technical Resource Panel and of
the Board of Directors of the FICPA Miami-Dade County Chapter. He is also
Editor of the Baptist Health Foundation Professional Advisory Committee
Newsletter. Traum is Florida Bar Board
Certified in Taxation and also in Wills, Trusts and Estates. Traum is rated AV
(the highest rating possible) by the Martindale-Hubbell Law Directory.