Seller owns an apartment complex in a C Corporation

[Bryan Ayres]

I am looking to purchase a property and the seller owns three apartment complexes in a C Coporation (He got bad advise). He wants to retire and not 1031 exchange the properties, but does not want to pay taxes twice on the sale. He was told that if he changes the C Corp to an S Corp he must wait 5 years to sell the property. (Not sure if that is true)

He is willing to do a seller carry on the deal, but at a C Corp he would still be taxed twice on the portion of the sale every year. Is there any ways to change the C Corp or to an LLC or any other ways he can sell and reduce his tax liability on the sale?

Any help you could give me would be greatly appreciated.

[Steve Vaughan]

S-corp status is just an election you apply for with the IRS, right? If less than a certain gross per year and less than 35 employees (double check all the requirements).

So, what about selling his shares off over a certain number of years and electing to become an s-corp?   If these are the only assets and only purpose of the corp, could work I would think.  Leave the RE alone, sell the shares.

But.... anytime I go to buy the entity vs the RE or any number of enlarging my box thinking things (@Joe Villeneuve term I love)  that run through my brain, I get zilch for advice  from 'professionals' and continue to go solo.  Maybe I'm dealing with the same idiots that recommended this guy put his RE in a c-corp in the first place LOL.