BarbriSFCourseDetails
  • videocam Live Online with Live Q&A
  • calendar_month September 4, 2025 @ 1:00 p.m. ET./10:00 a.m. PT
  • signal_cellular_alt Intermediate
  • card_travel Corporate Tax
  • schedule 110 minutes

SALT Due Diligence for Business Sales and Purchases: Determining Economic Nexus and Unforeseen Liability

$247.00

This course is $0 with these passes:

CPE
ALL
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Description

Identifying tax risks when acquiring a business is particularly important. Each state is different, and states have a wide array of taxes that a business may owe, including income, franchise, sales and use, and gross receipts taxes. Additionally, there could be local or jurisdictional obligations as well.

Purchasing a business' assets, as opposed to stock, does not alleviate the buyer's obligations if the seller was not compliant with SALT rules. California, like most states, offers an occasional sales exemption from sales tax. However, unlike most states, this exemption does not apply to the sale of business assets, triggering significant, often unexpected, sales tax liability.

Sales and use taxes and employee withholding are trust fund taxes. Most states allow collecting these withheld taxes from the company, its owners, officers, and any successor entity or assets. Tax advisers working with businesses need to be aware of potential state tax issues that could arise when buying or selling a business.

Listen as our panel of SALT experts explains how to identify and analyze state and local tax risks associated with acquiring or selling a business.

Presented By

Thomas Miller
Principal, State and Local Tax
REDW, LLC

Mr. Miller is a Tax Senior Manager, State and Local Tax at REDW LLC. He provides tax recommendations, M&A diligence, and audit defense internally and for a variety of external clients, most recently as SALT Tax Director at Grant Thornton LLP and SALT Experienced Tax Manager at Citrin Cooperman & Company, LLP. Mr. Miller holds a Bachelor of Science in Business Administration from The University of Scranton, both a Master of Business Administration and Juris Doctorate from The Pennsylvania State University, and a Master of Laws with a Concentration in State Taxation from Georgetown University.

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George W. Rendziperis
Director
Baker Tilly

Mr. Rendziperis provides state and local tax advice to companies in the financial services, private equity, real estate, technology, manufacturing, oil and gas, and service sectors. He has more than 15 years of experience advising clients on controversy, litigation, planning, implementation and compliance issues related to income and franchise tax, sales and use tax, excise and property taxes, unclaimed property, and tax incentives and credits.

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Credit Information

  • BARBRI is a NASBA CPE sponsor and this 110-minute webinar is accredited for 2.0 CPE credits.

Date + Time

  • event

    Thursday, September 4, 2025

  • schedule

    1:00 p.m. ET./10:00 a.m. PT

I. SALT due diligence: an overview

II. Financial statements

III. Nonfilings

IV. Economic nexus

V. Audits and refund claims

VI. Specific taxes

VII. Other inquiries

VIII. Recent cases

The panel will review these and other critical issues:

  • Analyzing nexus and potential state income tax obligations in states for business purchases
  • Determining whether sales and use tax obligations are current
  • Avoiding exposure to unanticipated state and local tax filing and reporting obligations
  • Determining how asset vs. stock sales may affect SALT obligations in specific states
  • Handling nonfilings for potential business acquisitions

Learning Objectives

After completing this course, you will be able to:

  • Determine when a business may have economic nexus, unfiled returns, and state income tax liability in specific states
  • Ascertain best steps to remedy nonfilings
  • Identify specific states with potentially unanticipated filing obligations for sales and purchases
  • Decide types of state and local taxes businesses may be obligated to pay
  • Field of Study: Taxes
  • Level of Knowledge: Intermediate
  • Advance Preparation: None
  • Teaching Method: Seminar/Lecture
  • Delivery Method: Group-Internet (via computer)
  • Attendance Monitoring Method: Attendance is monitored electronically via a participant's PIN and through a series of attendance verification prompts displayed throughout the program
  • Prerequisite:

    Three years+ business or public firm experience preparing complex tax forms and schedules, supervising other preparers or accountants. Specific knowledge and understanding of SALT taxation, nexus and apportionment as it applies to multi-state businesses.


BARBRI is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of Accountancy have final authority on the acceptance of individual courses for CPE Credits. Complaints regarding registered sponsons may be submitted to NASBA through its website: www.nasbaregistry.org.

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