Artificial restrictions on real estate to devalue the property are ineffective when sold at a lower market price. IRC 2703 states that all restrictions on the sale or use of real estate are not taken into account in the valuation of the property, unless they comply with these three tests: these are good faith trade agreements; there is no transfer of ownership to the scammer`s family or natural objects of the fraudster`s head premium for less than the full and reasonable consideration; and the terms of the agreement would be acceptable to non-related persons for arm length transactions. 4 factors are taken into account in determining whether the three audits are satisfied: the current fair value of the property; The expected value at the time of the exercise of the rights under the agreement; The adequacy of the consideration offered to the option or agreement; and the expected terms of the agreement. One of the main problems with any buy-and-sell agreement is to provide the buyer with a way to finance the purchase. Life or disability insurance often meets this need. The use of insurance to finance a purchase sale contract can lead to several tax and non-tax problems and opportunities. If one of the shareholders dies, the estate will have life insurance for each of the surviving shareholders under a cross-purchase agreement. Therefore, surviving shareholders can purchase life insurance for their own lives from the estate without being affected by the value transfer rule, which would otherwise create taxable income, as long as the proceeds of life insurance are greater than the amount paid for the insurance policy, plus the additional premiums paid, since the exemptions from the value transfer rule include transfers to the insured; A company whose insured is a shareholder or employee; a partner or partnership of the insured if the new owner`s base is based on the transferor, or if the transfer of the policy is made between spouses, including transfers required by a divorce decree. If there are many homeowners, a cross-buy-sell contract may not be desirable considering the number of insurance policies to be purchased.
However, the problems faced by many life insurance companies can be mitigated by the use of a loan-to-pay contract, in which each owner signs an agreement with an independent agent allowing the agent to purchase life insurance for each owner, each owner paying funds to pay the premiums of the policies. If one of the shareholders dies, the agent cashes the proceeds of the insurance, pays the proceeds to the fraudster`s estate in exchange for the fraudster`s shares and issues new shares distributed to the surviving owners for the shares belonging to the fraudster. If a trust is not desired, a plan to withdraw company shares is an alternative. Most of the company`s lawsuit plans are stock withdrawal plans in which the company buys back the crook`s shares and buys the shares of the fraudster`s estate. Among the most common restructuring plans is the right to first refusal of existing shareholders or the company in which shareholders agree to sell their shares to existing shareholders or to the company at an agreed price before they can be put up for sale outside. The company may also have the option to purchase shares of a deceased shareholder, where the estate would be obliged to sell if the option is exercised, but there is no guarantee that the option will be exercised. In addition, cross-buy agreements require each shareholder to maintain life insurance. If one of the life insurance companies is cancelled for non-payment of premiums, there may not be enough resources to acquire the fraudster`s business interests.