Question 6 on the form 8594 specifically asks about the covenant not to compete and the consulting agreement. Once again, requires specifics. You need to be careful on the allocated amount of personal goodwill. Technically, this should have been a separate agreement.
A merger consolidates two companies that are distinct legal entities into a single legal entity that holds the combined assets and liabilities of the original companies.
A penalty may be imposed for failure to file Form 8804 when due (including extensions). The penalty for not filing Form 8804 when due is usually 5% of the unpaid tax for each month or part of a month the return is late, but not more than 25% of the unpaid tax.
While some liabilities are expressly assumed in an asset sale transaction, a purchaser of assets may be at risk for unanticipated liability.
Clauses to fill in the form 8594 Line 1: Fill in the name, address and TIN of the other party of the transaction (either the purchaser or seller). The TIN of the other party is required in the form. Line 2: Indicate the date on which the sale of the assets happened. Line 3: Enter the total value of the assets exchanged.