Valuation Services

Business valuation is a complex process requiring broad knowledge of finance and business, expert application of recognized valuation methodologies, and diligent adherence to professional standards. It is an art, rather than a science, in which sound judgement based on solid experience in the discipline is of the utmost importance.

We have extensive experience and can help you value any asset to assist you in selling your business, providing financial information for a business loan, assisting attorneys in litigation and much more.

Taxation Services

We have extensive experience in providing a wide variety of tax services to entrepreneurs and middle market companies. Paying tax is not something people like to do and is often ranked right up there with getting a root canal.

We can make the process less painful. Paying tax is often a sign of success. The greater the success, the larger the tax bill.

Our Clients

Entertainment content and support companies
Manufacturing concerns in industries such as furniture, cabinetry, and electronic components
Professional practices in medicine, law, architecture and accounting
Real estate companies including owner-lessors, developers, contractors, and investors
Service organizations in health, investments, and financial consulting
Distributors for auto parts, restaurant supply, and transportation
High tech companies including service bureaus, software developers, E-commerce and dot.com companies
Apparel designers, manufacturers and distributors
Telecommunications, electronic components and scientific electronic product companies

What we can do for you ...

Taxation: What We Can Do For You

Ensure Tax Compliance

Filing and paying tax obligations. We focus primarily on income and estate tax compliance and can prepare federal and state:

Corporation income and franchise returns
Partnership returns including LP and LLC
Trust and fiduciary returns
Individual and estate returns
Information returns for interests in foreign companies
Information returns for foreign investors in U.S. companies
Filings for charities
Exempt organizations and private foundations
Multi-jurisdictional filings for companies that operate multi-state or globally

We can also provide companies that need assistance with payroll sales tax or business license issues.

Determine a Company Structure

Selecting from C corporation, S corporation, partnership, limited partnership, limited liability company, and sole proprietor. There is no universally correct structure. An entity structure that works for General Electric likely will not work for a mom and pop company. We can explain the differences and help determine which one is appropriate for your specific situation. We will also monitor your situation to see if changes are warranted. Often the initial structure is only valuable for the short term and may eventually become a liability.

Tax Research and Consulting

Entails a detailed scrutiny of how best to structure a proposed transaction, given the Company's existing structure and tax attributes. We have extensive experience with real estate transactions for investors and developers.

Strategic Planning

We will assist taxpayers in assessing the relative merits of various proposals in light of their specific risk tolerances while keeping in mind that the tax rules specify that a taxpayer is required to have a more than 50% chance of prevailing if a transaction or strategy is challenged by the Internal Revenue Service.

Valuation: What We Can Do For You

If you own a business, want to protect your wealth, or determine how much an asset is worth, you will at some point need professional valuation services. We can assist. We can help you achieve your financial goals with our valuation services.

Business owners often wait until the last possible minute before they consider what they need to do when it is time to sell their business.
Learn what you can do to prepare.

Why Our Customers Use Our Valuation Services

For estate and gift planning and reporting requirements including discount reports for limited partnerships and limited liability companies.
For investment considerations for venture capitalists and in mergers and acquisition transactions.
For litigation support in divorce proceedings and minority oppression suits.
To determine the value of IRC Section 83 transactions such as compensatory property transfers to employees (qualified or non-qualified options, stock plans) for reporting payroll and income tax returns.
For valuation of blockage discounts in thinly traded stocks.
For business owners contemplating succession planning or exit strategies.
For income tax purposes such as determining built-in gain for S Corporation conversions under IRC Section 1374 and basis determinations pursuant to IRC Section 1060.
For ESOPS and preferred stock owned by pension plans.
For phantom stock and other non-qualified retirement plans.
To assist with the development of business and strategic plans for both new and existing companies.
To assist buyers and sellers of businesses in transactions.
To determine the value of intangible assets for financial statement reporting under or pursuant to FAS 141 and 142, and for tax allocations.
For the impairment of undivided interest in real or personal property.
For compliance with IRC Section 409 and SEC reporting for options and stock issuances.

Selling Your Business

Business owners often wait until the last possible minute before they consider what they need to do when it is time to sell their business. It is common for surprises to occur when due diligence starts. The business owner likely has run his business to minimize taxes. There might not be the equivalent of the Ten Commandments for selling a business, but the following should be considered.

It is never too early to start thinking about selling the business. This gives you time to deal with issues such as possibly weaning family members off the payroll.
Make sure you have a good management team in place. Many potential buyers will not invest if they are uncomfortable about how the business will run with you gone. A CEO, a strong controller and someone in sales should be a minimum. They will be vital to a smooth transaction.
Clean up your financial reporting act. Three years before a sale is a good time to have audited financial statements prepared to uncover potential charges or reserves that a buyer will demand for warranties, vacation pay or other unrecorded liabilities.
Credibility is paramount. A buyer will be more inclined to believe that your revenues and cash flow are real when they are reflected on a tax return. Telling a potential buyer “these are the real books” that do not tie to the returns can scare an institutional or fund investor into running.
Know what your business is worth. Do not start a transaction with a false expectation of what your business may be worth.
Simplify your business structure and process to the extent possible. The simpler the structure and process, the easier it is for a buyer to get a true picture of the business.
Consider efficient tax structures or elections early on. An S election may provide additional flexibility in structuring the deal. Can you do a stock deal or will any buyer insist on an asset deal?
Can your attorney draft a definitive agreement covering all of the necessary representations and warranties? Is your tax advisor able to discuss reorganizations? You may need to upgrade or bring in additional professional assistance for the transaction.
Do you need an investment banker or business broker to sell your business? The best buyer may be already known to you, such as your management team. Some bankers specialize in specific industries. Pick one who knows the players in yours.
Be ready to sell. Some owners get close to closing a deal and then worry what they will do afterwards.

Focus on the big picture. Professional fees, transaction costs can all add up but are a necessary part of closing a transaction on your terms. Be prepared for buyers to renegotiate key terms after a letter of intent is signed and be prepared for it to take a lot longer than anticipated and to experience a roller coaster of emotional highs and lows during the process.

James A. Biedenbender CPA/ABV, CVA

... is a Certified Public Accountant who has received the Accredited in Business Valuation (ABV) designation by the American Institute of Certified Public Accountants to members who have demonstrated experience and education requirements and who have successfully passed written examinations on the subject matter.

Jim has also been granted licensure by the National Association of Certified Valuation Analysts as a Certified Valuation Analyst (CVA) by meeting the organization's experience, education and testing requirements.

Jim is a member of The America Institute of Certified Public Accountants, the Ohio Society of Certified Public Accountants and the California Society of Certified Public Accountants. He has represented many clients before the Internal Revenue Service, Franchise Tax Board, State Board of Equalization and other government agencies on both valuation and tax matters.

BizValPlus

Taxation and Valuation Services