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Business Advisory

Buying a Business

Interested in buying your small business? D'Angelo & Associates advises businesses on a host of issues that include a prospective firm's financial condition, aquisition concerns, and deal structuring. Listed below are a couple of items to consider when purchasing a business:

  1. How accurate are the financial statements provided by the seller?
  2. How will the transaction be structured from a legal and tax perspective?
  3. Is the purchase a good fit with your long term objectives?

In addition to a comprehensive due diligence process, D'Angelo & Associates ensures clients are knowlegable of tax issues associated with the purchase of their new business.


Selling a Business

if you are selling a business, D'Angelo & Associates will advise you on obtaining the best possible sales price and contract payout terms, along with structuring a deal that provides optimal tax benefits. A couple of issues to consider when selling a business are as follows:

  1. What happens to the current employees?
  2. Is the deal a complete or partial buyout containing specific payment terms and milestones before a full liquidation of ownership?
  3. What are the tax consequences of the sale, including how it will affect my personal taxes?

The questions listed above just begin to scratch the surface when dealing with the sale of a business. D'Angelo & Associates has successfully structured many business deals, leaving clients satisfied with the results.


Succession Planning

We have assisted business owners that have finally made the decision to retire. Our objective is based on what is best for you, your family and any others that are involved in the succession. There are many issues to consider when handing over the reins to the next generation. As with any business decision you need to carefully plan as a precaution against unforeseen and unintended future events. Issues you need to consider include:

  • Drafting buy-sell agreements
  • Ensuring family security
  • Rewarding and retaining loyal employees
  • Increasing asset value of business
  • Minimizing income, gift and estate tax
  • Obtaining security if the proceeds are payable over time

D'Angelo & Associates will develop a succession plan that will meet your needs as well as maintain the viability and profitability of the business after execution of the proposed agreements.


Business Entity Planning

Not sure of the proper legal entity to choose when starting a business? D'Angelo & Associates advises individuals which legal entities best suit his or her needs. As stated on the IRS website, listed below is a brief description of the different structures to consider before choosing a legal business entity.

  • Sole Proprietorship: A sole proprietorship is someone who owns a business by himself or herself.
  • Partnership: A partnership is the relationship between two or more persons who join to carry on a trade or business. Each person contributes money, property, labor, or skills, and expects to share in the profits and losses of the business.
  • C-Corporation: In forming a corporation, prospective shareholders exchange money, property, or both, for the corporation's capital stock. A corporation generally takes the same deductions as a sole proprietorship to figure its taxable income. A corporation can also take special deductions.
  • Note: The profit of a corporation is taxed to the corporation when earned, and then is taxed to the shareholders when distributed as dividends. However, shareholders cannot deduct any loss of the corporation.

  • S-Corporation: An eligible domestic corporation can avoid double taxation by electing to be treated as an S corporation. Generally, an S-corporation is exempt from federal income tax other than tax on certain capital gains and passive income. On their tax returns, the S- corporation's shareholders include their share of the corporation's separately stated items of income, deduction, loss, and credit, and their share on non-separately stated income or loss.
  • Limited Liability Company: A Limited Liability Company is a relatively new business structure allowed by state statute. LLCs are popular because, similar to a corporation, owners have limited personal liability for the debts and actions of the LLC. Other features of the LLC are more like partnerships, providing management flexibility and the benefit of pass-through taxation.

The process of choosing a legal entity takes careful thought and analysis based off your particular needs. D'Angelo & Associates will assist you in choosing which legal entity achieves the best tax advantages for your current income needs and long-term business objectives.


Accounting System Analysis

Every small business should have a system to track its income and expenses. Whether it is a paper based system or creating Excel spreadsheets, upgrading an accounting software system will help the entrepreneur keep track of the progress of the business on a real-time basis. If the business is going to continue to grow, it will eventually need to switch to a more sophisticated accounting system. We have assisted many businesses to migrate to software based accounting systems leaving the entrepreneur more time to focus on his or her business. Once the transactions are entered into the system, it allows an individual to run many reports that help to manage the business; such as profit & loss statements, statement of cash flows, budgeting and forecasting, and job costing reports. D'Angelo & Associates can help with the implementation of an accounting structure which is client and business-specific. Our staff will assist with the execution of a new accounting system and help manage your records. This will lead to a greater efficiency and help you stay on top of your company's current financial condition. Please see our QuickBooks Services page for more information.


Small Business Start-up

Whether it is determining which forms need to be completed to start your business or understanding the initial costs of starting a small business, we are here to help. We have been helping small businesses get off to a running start by helping them comply with federal, state and local laws so that they can focus on business development. Listed are examples of the step by step process D'Angelo & Associates will guide each client through:

  • Apply for an Employer Identification Number (EIN) if applicable.
  • Select a business structure.
  • Choose a tax year.
  • Choose your accounting period.
  • Research and record with the correct state agencies.

In addition to filing the correct forms, D'Angelo & Associates can help determine the initial costs your business will incur during its start-up phase. Some of these expenses will be one-time costs, such as the fee for incorporating your business and the price of a sign for your building. Some expenses will be ongoing, such as the cost of utilities, inventory and insurance. A business plan coupled with expert advice can help a business start out on the right track.