Ep. 21- Tax Structuring & Diligence in SMB M&A | Sean Smith & Roman Basi
September 3, 2025
Episode Description
In this episode, Sean Smith, Managing Partner at Search Fund Ventures and founder of the SMB Investor Network, sits down with Roman Basi, Managing Partner of Basi & Basi, Attorneys & CPAs.
Roman brings nearly three decades of experience advising on mergers, acquisitions, and tax structuring. Together, they break down the critical aspects of tax diligence in SMB transactions ā from entity selection (C-Corp, S-Corp, LLC) to advanced structuring tools like QSBS (Section 1202), F Reorganizations, 338(h)(10) elections, and personal goodwill strategies.
Key discussion points include:
- Why tax diligence is essential in SMB acquisitions
- The risks of bad S-Corps and how to avoid them
- How to mitigate post-close tax liabilities
- Strategies to minimize double taxation
- Structuring to maximize value for buyers and sellers
- Insights on the new tax bill and its impact on investors
This conversation is a must-watch for investors, operators, and advisors navigating the SMB acquisition ecosystem.
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Connect with Roman Basi & Sean Smith:
- The Center for Financial, Legal & Tax Planning, P.C.ā https://www.taxplanning.com/
- Roman Basi LinkedIn - https://www.linkedin.com/in/roman-basi-/
- Sean Smith LinkedIn - https://www.linkedin.com/in/sean-smith-47ab2a70/
- SMB Investor Network ā https://www.smbinvestornetwork.com/
#SMBInvesting #SearchFunds #MergersAndAcquisitions #TaxDiligence #DealStructuring #PrivateEquity #SMBInvestorNetwork #QSBS #SBDebtAndEquity #RomanBasi
Transcript
Transcript coming soon. Check back later for the full episode transcript.