Tax Strategy

Deal and entity structure set before the LOI to protect proceeds.

Family: Wealth
Position: B5
Scored: Against a target

1:39

Whiteboard session

Nick on tax strategy

Nick on why the tax conversation starts years before an offer, the questions that shape it, and who to bring in. It changes what you keep, not the valuation.

In this session

01Before the offerOwners spend years building and scaling the business and almost no time on taxes. Then an offer arrives, and it is too late to work on the tax strategy. It should begin years before a transaction, whether you are twelve months out or sixty.
02The questionsIs it an asset sale or a stock sale? What type of entity do you have: an S corporation, a C corporation, or an LLC taxed as one of them? The answers can decide the difference between what your company sold for and what you keep.
03The goalTo walk away with as much liquidity as possible. Many of the things that help are ones most owners do not know about yet.
04What to do nowSay what your timeline is and what transaction you want. Then a transaction tax advisor can advise on the structure that fits you, so you keep as much as possible.

Nick LongCEO and co-founder

Table 1. Entry 29 in the Exit Elements specification, version 1.4.
Symbol	Tx	Number	29	Family	Tx Wealth	Position	B5
Scored as	Against a target	Compounds	PP	Worked in	Secure	Pillar	Owner outcomes

§1 Definition

What tax strategy is

Deal and entity structure set before the LOI to protect proceeds.

Tax Strategy is how the deal and your entity are structured to protect proceeds from tax. Decisions about entity type, asset versus stock sale, purchase price allocation, installment terms, and qualified small business stock can change what you keep by a large margin. Nearly all of these choices must be made before a letter of intent is signed; after that, the structure is largely fixed.

The difference between a well-structured and a poorly structured $15M sale can be more than a million dollars in after-tax proceeds.

Use cases

Engaging a transaction tax advisor two to three years before a planned sale, reviewing whether your entity type still fits, modeling proceeds under an asset sale and a stock sale, and coordinating tax strategy with estate planning so the two do not work against each other.

The wealth family

What the owner and family keep. Wealth elements are set before the LOI, because after it they cannot be changed.

What you keep. Structure set before the letter of intent, so enterprise value becomes after-tax proceeds for the family.

Meet the family

§2 Measurement

What the assay measures

Entity and deal structure reviewed by a transaction tax advisor before any LOI, with proceeds modeled under each structure.

Critical gapLeaking valueDevelopingStrong9Today100Target

Critical gap: 0 to 24
Leaking value: 25 to 49
Developing: 50 to 74
Strong: 75 to 100

Figure 1. Sample assay for Acme Industrial: tax strategy scores 30 today (leaking value) against a target of 82 (strong). Sample scores, not a client. Your own assay comes from the exit score and the valuation.

How the scale reads

Every element is scored from 0 to 100 against what a sophisticated buyer expects at close.
Risk elements are scored as control: higher is safer.
Inputs are recorded, not targeted.
Outcomes are derived from their feeding families.

Figure 2. The wealth series, today against target (Acme Industrial sample). Tax Strategy sits at 30 today and 82 at target.

§3 Matrix

Where the wealth family stands

Every element of the family plotted by its sample score today against its target. The dashed line is the target itself: the farther a point sits above it, the more lift the assay asks for. Below 50 on either axis is the gap a buyer will price.

Hover a quadrant to read what it means for the elements inside it.
Points above the dashed line still need lift; a point on the line is at target.

Tm Tl Cp Dm Pr Gm Rv Oe Rr Rt Cf Pd Md Se Ip Br Ta Sy Od Dd Cc Kp Lc Td Sp Ac Dr Sc Tx Es In Ap Ev Op Fr Lg

Figure 3. Tax Strategy at B5 in the standard table: column B, row 5. Columns group the families; the wealth series runs beneath.

§4 Position

The wealth series

4 elements share the family. Read them together: a buyer prices them as a group.

§5 Compounds

What tax strategy forms

Compounds are the properties buyers actually price: several elements bonded into one. Each is scored from its parts.

Tx+Es+In→PP

Protected Proceeds

Proceeds structured before the LOI, not after. The difference between enterprise value and what the family keeps.

Tax Strategy · Estate Architecture · Insurance Shield

Bonds withEs Estate Architecture In Insurance Shield

§6 In the FNDRS journey

Where tax strategy gets worked

The assay scores it. The process, the pillars, and the platform move it. Table 2 lists every place this element is on the agenda.

Table 2. Where element 29 appears in the FNDRS journey.
Where	What happens	Alongside	Go
StageSecure	Protect and grow for generations. Convert concentrated business equity into an intentional personal balance sheet: tax, estate, insurance, investment, and the life after.	Es In Ap Fr Lg	The process
Pillar of valueOwner outcomes	Enterprise value is not the number that matters. What you keep is, and what you do with it. This pillar is scored for the owner, not the buyer.	Es In Ap Fr Lg	The pillar
trackFinancial audit	Financials scrutinized and mapped to the tax returns	Cf Pd

Figure 4. The route tax strategy takes: FNDRS tracks its signals and reports on them; the price is not moved by this element on its own.

§7 In the valuation

How FNDRS tracks tax strategy

Tracked No effect on price

FNDRS tracks the signals behind this element and reports on them. The element itself does not move the FNDRS number; where it is report-only it never touches the price.

What FNDRS reads

Whether a tax and wealth strategy is in place. The valuation is pre-tax by design.

Report-only. It never moves the price; it changes what you keep.

How the table meets the number

Find out where your tax strategy stands

The exit score is the first assay: fifteen minutes, six pillars, and a first read on the elements that matter most.

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