I have a friend who is trying to acquire an existing veterinary practice. The existing business is set up as an S-Corp. If she wants to form an LLC for her new business, would she buy the business and then merge it into her new LLC or disolve the existing corporation ?? How??

You friend would either buy "assets" of the business or stock of the S-corp. It would be in your friends best interest to only buy the assets and let the owner of the S-corp liquidate their entity so that you are not assuming any previous practice liablilities. Another reason not to buy the S-corp stock is most of the equipment is probably already written-off and your friend would get no further deductions for his investment.


A simple way is your friend would setup their LLC or S-corp with cash and/or loans, then buy the assets of the business from the old owner.