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3. Randall owns all the stock of SilverLane, Inc., a C corporation for which his adjusted basis is $225,000. Randall founded SilverLane 12 years ago.

3. Randall owns all the stock of SilverLane, Inc., a C corporation for which his adjusted basis is $225,000. Randall founded SilverLane 12 years ago. The assets and liabilities of SilverLane are recorded as follows.

Assets

Basis

FMV

Cash

$ 15,000

$ 15,000

Accounts receivable

0

25,000

Inventory

30,000

35,000

Machinery and equipment*

70,000

90,000

Land

60,000

150,000

$175,000

$315,000

Liabilities

Basis

FMV

Accounts payable

$ 5,000

$ 5,000

Notes payable

10,000

10,000

$15,000

$15,000

?

*Accumulated depreciation of $55,000 has been deducted. Randall has agreed to sell the business to Mable and they have agreed on a purchase price of $350,000 less any outstanding liabilities. They are both in the 35% tax bracket, and SilverLane is in the 34% tax bracket.

a.

?

Advise Randall on whether the form of the sales transaction should be a stock sale or an asset sale. Explain your reasoning and any computations.

b.

?

Advise Mable on whether the form of the purchase transaction should be a stock purchases or an asset purchase.

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