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Practice Continuation Agreements: A Practice Survival Kit, Second Edition [Download]

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Your practice is one of your most valuable assets. Do you have a plan in place to protect it in the event of your untimely death or disability? If the worst should happen, a practice continuation agreement will help you protect your practice, the business interests of your clients, and the financial interests of you and your family. It can even be used as a retirement vehicle.

With this in mind, every sole practitioner and small firm should have a practice continuation agreement as a part of their personal financial plan, yet very few do. The AICPA has issued the second edition of this popular title to help you navigate the sometimes intimidating process of preparing a practice continuation agreement.

Practice Continuation Agreements: A Practice Survival Kit explains how you can ensure the continuity of your practice. This guide walks you step-by-step through each stage of the process of preparing a practice continuation agreement.  You’ll see how to

  • Place a value on your practice
  • Identify a potential successor  
  • Construct the continuation agreement and determine a payment method
  • Communicate the agreement to your spouse and staff

A variety of helpful tools are provided, including samples of practice continuation plans, an action plan, notification correspondence, and agreements to buy and sell.

Praise for Practice Continuation Agreements
“John does an excellent job of "telling it like it is" and providing realistic guidelines for practice valuation.  Additionally, the publication has benefits for anyone interested in acquiring a practice, or, for that matter, a partnership interest…Often guides such as this are written more for one side or the other, but this one serves both sides of the transaction well. The appendices are especially valuable, as are the valuation examples.”
— James A. Smith, CPA
2007-2008 Chairman of the Texas Society of CPAs
Managing Director, Smith, Jackson, Boyer & Bovard, PLLC

About the Author
John A. Eads, CPA, is a director in the firm of Smith, Jackson, Boyer & Bovard, PLLC, a large local CPA firm in Dallas, Texas (www.dallascpas.com).  A qualified instructor for CPA CPE courses, Mr. Eads has presented numerous courses in the management of an accounting practice and tax areas for the AICPA, TSCPA, Dallas CPA Society, and the Professional Development Institute.  His articles on practice continuation agreements have appeared in the Journal of Accountancy, CPA Managing Partner Report, Practicing CPA, Today’s CPA, The California Accountant, Practical Accountant, AICPA MAP Handbook, and The CPA Report.

Table of Contents

  • Preface
  • Acknowledgments
  • Chapter 1:
    • Why  Every Sole Practitioner and Small Firm Needs a Practice Continuation Agreement Needs a Practice Continuation Agreement
    • A Tale of Two Practitioners
    • Foresight and Planning
  • Chapter 2:
    • Types of Practice Continuation Agreements
    • One-on-One Agreements
    • Group Agreements
    • State Society Plans
  • Chapter 3:
    • Basic Preparations
    • Practice Analysis
    • Client Information
  • Chapter 4:
    • Placing a Value on Your Practice
    • Valuation Overview
    • Valuation of Tangible Assets
    • Fixed Assets
    • Accounts Receivable
    • Work in Process
    • Valuation of Intangible Assets
    • Valuation Methods
    • Valuation Allocation
  • Chapter 5:
    • Identifying a Potential Successor
    • Where to Look
    • Whom to Choose
    • An Experienced Practitioner
    • Your Professional Staff
    • Former Employers
    • Special Problems
    • What to Look For
  • Chapter 6:
    • Constructing the Agreement
    • Definitions
    • Assumption of a Practice on a Temporary Basis
    • Assignment of Staff and Other Employees
    • Compensation Arrangement with the Successor
    • Assumption of a Practice on a Permanent Basis
    • List of Clients
    • Working Papers
    • Files
    • Books and Financial Statements
    • Work in Process and Accounts Receivable
    • Equipment and Supplies
    • Existing Leases
    • Employee Records
    • Liabilities and Malpractice Insurance
    • Property and Casualty Insurance
    • Fees and Billing Information
    • Payment for the Practice
    • General Provisions
    • Noncompetition Clause
    • Termination of the Agreement
    • Arbitration
    • Notification
    • Negotiation Considerations
    • Carryover Expenses
    • Firm Name
    • Financial Protection
    • Telephone, Box Numbers, and E-Mail
  • Chapter 7:
    • Payment Methods
    • Group Payment Method
    • Client List Method
  • Chapter 8:
    • Once the Plan Is Complete
    • Notifications
    • The Transfer of the Practice
  • Chapter 9:
    • The Surviving Spouse
    • What to Do First
    • Whom to Contact
    • What is Important
    • Conclusion
  • Appendix A
    • Sample Action Plan
  • Appendix B
    • Sample Firm
  • Appendix C:
    • Sample Practice Continuation Agreements
    • Exhibit 1: Practice Continuation Agreement
    • Exhibit 2: Group Practice Continuation Agreement
  • Appendix D
    • Sample Communications
    • Exhibit 1: Letter from Attorney to Clients
    • Exhibit 2: Letter of Instructions to Spouse (or Survivor)
    • Exhibit 3: Letter to Attorney
    • Exhibit 4: Instructions for Key Staff Member
    • Exhibit 5: Letter to Clients in the Event of Disability
  • Appendix E
    • Sample Agreements to Buy and Sell
    • Exhibit 1: Agreement to Buy and Sell
    • Exhibit 2: Agreement to Buy and Sell Client List Only
    • About the Author

090211PDF

Excerpts

Ask yourself the following question: What will my spouse or immediate heirs do with my practice if I die or become disabled? Stop and think a minute.

What would they do? Would your spouse or children be able to take over the management of your practice? Odds are that they would not. What, then, would become of all your hard work and effort with your practice and clients? How can you preserve the value of your professional accounting practice, which may be the largest asset in your estate?

This book explains how you can ensure the continuity of your practice with a practice continuation agreement. In the event of death or temporary or permanent disability, a practice continuation agreement helps protect your practice and hence the business interests of your clients and the financial interests of you and your family. It can also be used as a vehicle for retirement.

A practice continuation agreement is a contract that provides for the assumption of your practice by another CPA firm or individual under a predetermined plan for payment based on its value. In the event of death or permanent disability, your practice will be transferred to another firm or individual. In the event of a short-term disability, your clients will be temporarily serviced by the same CPA firm or individual at a predetermined fee structure.

Preparing a practice continuation agreement requires time and effort, but it is well worth the investment. Because of the significant impact it can have on his or her estate, a practice continuation agreement should be part of every sole practitioner's personal financial plan. Moreover, it can provide important benefits to a twopractitioner partnership by providing relief in the event of a mutual disaster. Ideally, a practice continuation agreement should be drawn up when you establish your practice. An unexpected event can occur at any time, and you may not have an opportunity to put your affairs in order. In other words, do it now!

A practice continuation agreement is a practice's survival kit.

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Publication On-Demand 2007
Product# 090211PDF
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