Tax Structuring Attorneys in Minneapolis, MN
Tax-Smart M&A Strategy from the Start
The structure of your M&A deal can significantly impact the taxes you pay and the value you walk away with. Decisions about how to allocate purchase price, how to treat goodwill, or whether to push for an asset vs. stock sale aren’t just technicalities. They can shift outcomes by hundreds of thousands or even millions of dollars.
At Avisen Legal, we bring a tax-aware approach to business transactions. We identify tax considerations early and work with your CPA, financial advisor, and internal team to structure deals that support your short- and long-term goals. Our approach is collaborative, strategic, and grounded in your business reality, not theoretical modeling.
We don’t replace your accountant—we work alongside them. Together, we help ensure that your deal documents, schedules, and filings align with your preferred tax treatment and your overall exit or investment strategy.
How Tax Structuring Supports Long-Term Growth
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We help buyers, sellers, and investors structure transactions to achieve tax efficiency and regulatory compliance.
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Our work includes evaluating stock vs. asset deals, entity conversions, Section 338(h)(10) elections, tax-free reorganizations, and deferred tax strategies.
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We collaborate closely with your tax advisors and accountants to align legal and financial planning.
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Our attorneys identify key tax implications early in the M&A process, so you can make informed decisions with confidence.
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Whether it’s a generational transition or a private equity recap, we help you minimize surprises and maximize value.
Minneapolis Attorneys in this Area
Why Clients Choose Us
We integrate legal and tax strategy.
We don’t silo tax at the end of the deal—we consider it from the beginning, aligning structure, documents, and execution with your goals.
We collaborate with your advisors.
We’re used to working hand-in-hand with accountants, CFOs, and wealth managers. We speak the same language and help keep your team coordinated.
We’re fluent in the real-world impacts.
We don’t just analyze theory—we show you how structural choices affect timing, value, compliance, and after-tax proceeds.
We bring practical deal experience.
Our attorneys understand how to draft and negotiate tax terms that hold up—whether with institutional buyers, family offices, or founder-led businesses.
Who We Help
We advise:
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Business owners preparing for a sale or merger
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Buyers acquiring companies or assets with complex tax implications
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Investors and private equity firms evaluating deal structures
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Successors navigating family business transitions
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Founders considering tax-deferred rollovers or equity exchanges
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Clients using our outside general counsel services who need integrated M&A tax support
What We Can Help You Do
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Evaluate tax implications of asset vs. stock sales
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Structure deals to support favorable tax treatment for buyers or sellers
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Coordinate with tax advisors to align transaction documentation with reporting requirements
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Advise on Section 338(h)(10), 336(e), or installment sale strategies
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Address sales tax, transfer tax, and local/state tax exposures
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Assist with pass-through entity considerations and S-corp planning
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Plan for tax-efficient earnouts, seller notes, and rollover equity
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Review goodwill allocations and depreciation planning
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Identify and manage potential tax liabilities in diligence
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Navigate international tax issues in cross-border deals
Let’s Talk
Smart M&A planning starts with smart tax structuring. Whether you’re preparing for a sale or evaluating a target, we’ll help you reduce risk, avoid surprises, and keep more of what you’ve built.
Let’s talk about how Avisen Legal can support your next transaction.
FAQs About Minneapolis Counsel for Tax Structuring
Why does deal structure matter for taxes?
The tax treatment of a sale depends on whether it's structured as a stock sale or an asset sale, and how the purchase price is allocated. These decisions affect how much tax you pay—and when.
What’s the difference between an asset sale and a stock sale?
In an asset sale, the buyer purchases specific assets (like inventory, contracts, goodwill) from the company. In a stock sale, the buyer acquires the entire company by purchasing the ownership interests of the company. Each has different tax and legal implications for both sides.
What is a Section 338(h)(10) election?
This IRS election allows a stock sale to be treated as an asset sale for tax purposes, often benefiting the buyer. We help determine whether it’s appropriate and guide you through the election process.
Do you replace my CPA or tax advisor?
No—we partner with them. Our role is to ensure the legal documents match your intended tax treatment and protect your position in the deal.
How early in the process should we think about tax?
Ideally from the start. Tax considerations should inform LOIs, deal structure, and diligence. Waiting too long can limit your options or create surprises.
What happens if the buyer and seller disagree on deal structure?
It’s common. We help you understand the trade-offs and negotiate terms that reflect tax fairness—or offset tax burdens in the purchase price.
Can you help with international tax issues?
Yes. In cross-border deals, we help coordinate with international counsel and advisors to address withholding, transfer pricing, and other global tax matters.
