Lion

CT charges a business entity tax to SMLLCs, MMLLCs, partnerships, and S-corporations (all pass-through entities) of $250. A C-corporation would pay a minimum $250 income tax, so all businesses get hit the same. Then all businesses have annual report fees to the secretary of state ranging from $20 on up depending on the entity.

Yeah, CT also has annual report fees, different amounts for the different entities. I think an LLC is $20, partnership maybe $50, S-corp maybe $80, just guessing here. But, my point is that these are annual report fees to the secretary of state on top of the $250 entity tax to the department of revenue plus the pass-through income taxed on the individual returns. Lots of money for the privilege of doing business in CT. All the states are finding similar revenue sources.

CT charges $250 per entity for its business entity tax, so an LLC would pay $250 on Form OP-424 no matter how much income tax it generated or whether it was a loss.

You really need to sit down face-to-face with your tax advisor so you can go back and forth in real time to explore your issues. Some starting questions for you to discuss would include why your partner is willing to accept a stock sale when an asset sale would be more beneficial and less risky (unknown liabilities, etc.) to him, why you're not selling him 1/4 of the stock each year, what are the terms of your non-compete, is your lawyer sitting in on your meetings, will his lawyer and tax advisor join you to work out the sales contract details, what other types of income you (and your spouse, if married) expect and what amounts over the next four years, what you will do if your soon-to-be-ex partner defaults, etc. Your tax advisor's questions will depend on your information to him and cannot be predicted in a vacuum. You can find lots of reading material online and in a good business library to bring you up to speed on the generalities.

This is a site where tax professionals discuss tax issues among ourselves. As you said, no one can know everything, so we can get advice from and share with colleagues, especially those that use ATX tax prep software. Your tax preparer may be here. Do you really want him to think that you trust him so little that you had to start with other pros before him!

Amen! to all of that.