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Tax

Everything About Tax

347 articles

Earnouts in M&A: Bridging the Valuation Gap Without Walking Into a Lawsuit

About one third of 2024 private-target M&A deals included an earnout, and median earnout potential rose to roughly 43% of the closing payment. This guide explains contingent purchase price structure, Section 453 installment-sale tax mechanics, the compensation-versus-purchase-price trap, and the recurring drafting mistakes behind six of the last seven major Delaware decisions favoring sellers.

Form 8594 and Section 1060: Allocating Purchase Price Across Asset Classes I–VII in a Business Sale

Buyers and sellers in an asset acquisition must each file Form 8594 under Section 1060, allocating consideration across seven asset classes using the residual method. Mismatched filings can trigger $50,000 penalties and audit cascades; a single dollar moved between Class IV inventory and Class VII goodwill can swing after-tax cash by 17 cents.

Form 8832 Entity Classification Election: How LLCs and Foreign Entities Use the Check-the-Box Rules

Form 8832 lets eligible entities — domestic LLCs and most foreign companies — elect to be taxed as a disregarded entity, partnership, or C corporation. This guide covers default classifications, the 60-month lockout, late-election relief under Rev. Proc. 2009-41, and how Form 8832 differs from Form 2553.

The $6,000 Senior Bonus Deduction: How Taxpayers 65 and Older Can Cut Their 2026 Tax Bill (Through 2028)

The OBBBA's new $6,000 senior bonus deduction (up to $12,000 per couple) phases out at 6% per dollar of MAGI above $75,000 single / $150,000 joint and disappears entirely at $175,000 / $250,000. Available for tax years 2025 through 2028, stackable with the standard deduction and itemized deductions for taxpayers 65 and older.

Section 127 Educational Assistance: How Small Businesses Pay $5,250 of Tuition or Student Loans Tax-Free in 2026

Section 127 lets employers reimburse up to $5,250 per employee per year for tuition, books, or student loan principal and interest with no payroll or income tax. OBBBA made the student loan provision permanent in July 2025 and begins indexing the cap to inflation in 2027 — here is how a small business sets up a compliant plan.

Section 132 Fringe Benefits: How Employers Deliver Tax-Free Perks Without Inflating Payroll

A practical guide to Section 132 fringe benefits — working condition, de minimis, employee discounts, no-additional-cost services, the 2026 $340/month transportation limits, and achievement award rules — covering which perks qualify as tax-free, the cash-equivalent trap, and how to document everything so the program survives an IRS payroll audit.

Section 162(l) Self-Employed Health Insurance Deduction: A 2026 Guide for Sole Proprietors, Partners, and S-Corp Shareholders

Section 162(l) lets self-employed taxpayers deduct 100% of medical, dental, vision, Medicare, and long-term care premiums above the line on Schedule 1, Line 17 via Form 7206. This guide covers the earned-income ceiling, the subsidized-employer trap, the S-corp W-2 inclusion step, and the ACA Premium Tax Credit iteration for the 2026 tax year.