Family-owned contractors and construction businesses building value over the next several years. We plan the structure and the numbers well before a buyer is at the table.
Four situations come up most often.
The way a company is organized affects the tax on its sale. We review your structure years ahead, so that any change is in place well before a buyer makes an offer.
When a sale is paid over time, the tax can sometimes be spread across the years you receive payment. We explain when that is available and what it does and does not change.
Some engineering, design, and process work can qualify for a tax credit. We identify and document the activities that qualify before a credit is claimed.
Work in several states can mean tax in several states. We map where you owe returns and how your income is divided among them.
Three years before the sale, we restructured entities, timed elections, and positioned the owner's real estate portfolio alongside the business exit. When the $30M offer came, every dollar moved through a structure that was already in place. “Three years of prep, and everyone came out ahead.”. General Contractor, Riverside County
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You tell us what you are facing or planning. We listen, ask questions, and tell you whether we are the right fit.
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If we work together, we agree on what we will do, who is responsible for what, and the fee, before the work begins.
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We gather the facts, explain your options in plain terms, and act while your choices are still open.
If yours is not here, the Assessment answers it directly.
Three years is often the practical window. For stock acquired after July 4, 2025, federal QSBS currently uses a 3/4/5-year exclusion schedule, not a single five-year rule for every share. Entity restructuring can take 12-24 months to settle. Section 453 installment design needs to be in the deal documents before the LOI, not after.
Federal QSBS under Section 1202 can exclude gain on qualified C-corp stock. For stock acquired after July 4, 2025, the current federal framework is 50 percent after 3 years, 75 percent after 4 years, and 100 percent after 5 years, subject to a $15 million per-issuer limitation and a $75 million aggregate-assets test for stock issued after that date. Older stock follows the rules in effect at issuance. QSBS generally applies to a stock sale, not an asset sale. California does not conform. Most contractors are pass-throughs and need a conversion runway. We model both layers before anyone issues stock.
ESOPs are powerful for owners who don't need immediate liquidity. We've structured them to defer all federal capital gains under §1042, while preserving succession control. The trade-off is the portfolio income; we model it both ways.
Call or text the Irvine or Palm Desert office. A person answers, and a senior CPA follows up.
Start with an Assessment