Section 453A Interest Charge: The Founder Installment Sale Trap
The section 453A interest charge hits any founder installment sale with a seller note above $5 million — and most CPAs only flag it the April after closing.
Working Capital Neutral Accountant Tie-Breaker Drafting
A working capital neutral accountant almost always sides with the buyer. The fix is not in the dispute resolution clause — it is in the specified accounting principles exhibit.
Asset Sale vs. Stock Sale in Florida — The Decision Framework Founders Should Run Before the LOI
Asset sale vs stock sale isn’t a tax decision — it’s a license, lease, customer, and successor-liability decision. Here is the framework Florida founders should run before signing the LOI.
Buying or Selling a Dental Practice in Florida — The DSO Letter of Intent, § 466.0285 Nondentist Ownership, and the Diligence Nobody Prices
A DSO offer for your Florida dental practice looks clean until 466.0285 reshapes the structure. Here is how nondentist ownership actually drives the deal.
Florida § 542.335 Sale-of-Business Non-Competes Run Longer Than Employee Non-Competes
Florida § 542.335 presumes a sale-of-business non-compete reasonable up to three years and unreasonable past seven — far longer than the employee tail. Here is what founders selling in 2026 should expect.
The Sponsor Drag-Along Can Force a Sale Before Your Rollover Hits Its Real Value
A PE sponsor’s drag-along right looks like boilerplate at signing. Three years later it forces a sale on the sponsor’s timeline, often before the founder’s rollover has hit its real value.
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