Hello all!
My client and his friend (along with their wives) purchased an existing C Corp from the original owners. The purchase was structured as a stock purchase to maintain DOT authority, etc (it is a trucking company).
My client’s attorney obtained a new EIN to “maintain separation from the old and new owners/federal and state taxation”, but it is my opinion this step was not necessary.
From the IRS Pub 1635:
“ A new EIN is not required if.....
• The corporation is sold and the assets, liabilities and charters are obtained by the buyer.”
This is exactly what happened, no new Charter, just different shareholders. Does anyone agree with the attorney, that a new EIN is required? I think this will muddy the waters.
Also, the new owners want to elect S Status. The Attorney already filled out a 2553 with the new EIN and the old company name and incorporation date. Me thinks this will not pass.
Anyone have any thoughts? Thank you for your time!