Dahl Law Group - December 2024

How We Helped Our Clients Maximize Profits Navigating Complex Business Sales

When Alice and David* reached out to our team at Dahl Law Group, they were unsure about the impending sale of their successful restaurant and its real estate. They didn’t feel confident in their tax advice despite working with a business broker and a CPA. This uncertainty led them to seek our help, and we quickly identified areas where we could save them money. MAKING THE RIGHT DECISIONS FOR BUSINESS SALE STRUCTURES Alice and David’s situation was more complicated than it appeared. The real estate was held in a C-corporation, and their business, though previously taxed the same way, had switched to S-corporation status for the sale. They had already negotiated the sale of the restaurant as an asset sale based on advice from their business broker, but they didn’t realize how much this would cost them in taxes.

Our team recognized the transaction, as structured, would trigger a significant gains tax. We provided Alice and David with rough calculations, revealing a tax burden of nearly $300,000 if they proceeded with the sale as planned. By negotiating the sale as a stock sale rather than an asset sale, we drastically cut down their tax liability and saved them over $250,000. PROTECTING CLIENTS BEYOND THE SALE Beyond the tax savings, Dahl Law Group played a critical role in protecting Alice and David’s interests throughout the transaction. We worked closely with them to draft enforceable agreements to shield them from potential lawsuits after the sale closed. One major challenge was handling the demands of David’s cousin, a silent partner in the business. They insisted on receiving an immediate return on investment, making negotiations complicated.

By running a detailed analysis of his payout, we were able to calm his concerns and secure his cooperation quickly. In addition, we negotiated a reserve fund to cover any unforeseen costs, including taxes, lawsuits, or other post-closing expenses. LOOKING AHEAD WITH CONFIDENCE Now, with their successful business sale behind them, Alice and David are focusing on their next project: Purchasing another business with the funds they earned. They are retaining Dahl Law Group as they move through this process. If you’re considering selling your California business and want to ensure you’re making the most financially sound decisions, contact Dahl Law Group in Sacramento and San Diego. Our experienced legal team will guide you through every step of the process!

Creamy Thai Carrot and Sweet Potato Soup Ingredients • 1 tbsp coconut oil • 2 cups chopped yellow onion • 2 cloves garlic, minced • 1 tbsp minced fresh ginger • 2 tbsp red curry paste • 4 cups vegetable broth, divided

SUDOKU

Inspired by CookieAndKate.com

• 1/4 cup almond butter • 3 cups diced carrots • 3 cups peeled, diced sweet potatoes • Salt and pepper to taste • Cayenne pepper (optional)

Directions 1. Melt coconut oil in a large pot over medium heat. Add onion, garlic, and ginger and sauté for 5–6 minutes. Stir in curry paste. 2. In a small bowl, whisk 1/3 cup broth with the almond butter until smooth. Add the mixture to the pot, along with the carrots, sweet potatoes, salt and pepper, and remaining vegetable broth. Stir to combine. 3. Bring soup to a low boil over medium-high heat, then reduce heat, cover, and simmer for 15–20 minutes or until the potatoes and carrots are fork-tender. 4. Blend with an immersion blender until the soup is smooth. 5. Season with salt and pepper. Add a pinch of cayenne pepper for more spice if desired.

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