Novation and Recertification Requirements: A Post-Closing Guide for GovCon M&A Deals

After the sale or acquisition of a business or its assets, there are often one or more post-closing requirements that business owners must complete. In deals involving government contractors, two of these requirements are especially important: contract novation and size recertification. Below, PilieroMazza attorneys provide a post-closing guide for government contractors on meeting novation and recertification requirements to avoid costly penalties such as loss of contract award or criminal liability. Overview Parties preparing to acquire a small business government contractor, . . . Read More

Focus on S Corporations, Part 3: Tax Implications and Special Considerations in S Corp Acquisitions

Acquiring a business can be a strategic move to grow, diversify, or compete in the market. Acquisition also involves significant tax implications that can affect the value and structure of the deal. Therefore, it is crucial for buyers and sellers to understand the tax consequences of different types of acquisitions and plan accordingly. In Part 3 of PilieroMazza’s blog series “Focus on S Corporations,” we highlight key elements of an S Corp acquisition that buyers and sellers should address to . . . Read More

Focus on S Corporations, Part 2: Inadvertent Termination of S Corporation Elections

The IRS recently provided guidance addressing inadvertent terminations of S Corporation (S Corp) status based on existing provisions in corporate documents that remain after a company makes an S Corp election. This can be a complex legal task that aims to harmonize documents for clarity and consistency in their interpretation and application. In this Part 2 of the blog series “Focus on S Corporations,” PilieroMazza offers guidance to businesses on how to make corrections after an S Corp election to . . . Read More

Focus on S Corporations, Part 1:  Choosing the Right Entity to Meet Your Small Business Goals

Most business owners understand the need to create an entity to operate their business. However, beyond general knowledge, many owners are unsure of when is the right time to create an entity and which type of entity makes sense for their business goals. These choices are complex and vary for each type of business. This is the first in a series of blogs focused on S Corporations (S Corps) where attorneys in PilieroMazza ’s Corporate & Organizational Governance Team explore different S Corp entity types, their . . . Read More