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Successor and Predecessor Employers & Taxes

Successor and Predecessor Employers & Taxes
Product Code - IPYAU01
Speaker(s): Jerri Langer, Esq, COKALA Tax Information Reporting Solutions, LLC
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Every year, the Internal Revenue Service (IRS) and the Social Security Administration (SSA) compare the totals on your Forms 941 with the totals from your Forms W-2, to verify that the wages you reported on Forms 941 match those you reported on Forms W-2 so that your employees' social security earnings records are complete, and to verify that you have paid the appropriate taxes. For many, if discrepancies exist they are usually the result of an acquisition, statutory merger, or consolidation or other business structural change that occurred during the year that caused you payrolls to be out of balance. In this session, we will learn how to avoid ever receiving these notices. Balancing wages is only one of the many challenges that payroll professionals face when companies change ownership, restructure or acquire other companies. If payroll matters are mismanaged, the mistakes can be very costly and difficult to correct.

Our program will survey the compliance points regarding handling Forms 941, W-2s, and even employee W-4 forms in the context of different forms of business change. In this session, we will learn who successor employers are and the choices that they may make to reduce the risks associated with these deals.

Choices vary as to the type of transaction your firm is entertaining: federal tax compliance for mergers is very different than other forms of transactions such as when stock is purchased, or when assets are acquired. We will cover when you are allowed to move an employee's Social Security wage to a new employer to avoid restarting FICA, and look at when you may elect to aggregate your W-2 filings and when you are required to aggregate W-2s. Filing successor and predecessor Forms 941 correctly for the type of transaction involved is the key to substantially lowering tax risk, and learning to file Schedule D when required may even stop federal notices from ever being sent to your firm. Sometimes new federal EINs are required and we will highlight the times when this is true. Federal unemployment taxes (FUTA) also requires special attention and the circumstances when an employer may carry over the FUTA wage base are similar to those for carrying over the Social Security wage base. Filing FUTA Form 940 after a merger or acquisition can be an art form.

Many states follow the federal rules in administrating state income tax (SIT) withholding. For state unemployment insurance (SUI) purposes, however, each state can set its own requirements restricted only by certain constraints under federal law. All these points and more will be highlighted in this session.

Learning Objectives: Join noted payroll consultant Jerri LS Langer, with Cokala Tax Reporting Solutions, as she covers the payroll tax basics in handling mergers, acquisitions and other business restructurings. Questions and topics that will be covered include:
•Who are successor employers and what are the elections allowed to them?
•What is the difference between compliance for statutory mergers and consolidations and other forms of acquisitions or business restructurings?
•What compliance responsibilities are left with predecessor firms?
•When should Sched. D of Form 941 be filed?
•What types of transactions require new employer identification numbers?
•When may FICA and FUTA wage bases be transferred to successor employers?
•How are Form 940 (FUTA) returns to be handled?
•Tips for handling state PIT and SUI matters before and after each transaction.
•How to build a support team in your firm to handle M&A events?
•A check list of matters to think about.

Register quickly and easily online to secure your space now. Or, please call 1-800-372-1033 option 6, then sub-menu option 1, and refer to date and title of conference. Lines are open Monday through Friday from 8:00 a.m. to 8:00 p.m. ET, excluding most federal holidays.

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In addition, you'll receive:
Personal attention. Once you've registered, send your questions in advance to and they'll be included in the program. You'll also have a chance to ask your questions during the Webinar.
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1.0 CPE or 1.5 APA RCH credits by attending this Webinar. Find out how.
Bloomberg BNA is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website:

Prerequisite: No prerequisites required
Level: Basic
Delivery Method: Group-Internet
Advanced Preparation: None required
Recommended CPE Credit: 1.5

Recordings of the program do not qualify for CPE credits. For more information regarding administrative policies such as complaint and refund, please contact our offices at 800-372-1033.

Jerri Langer, Esq, COKALA Tax Information Reporting Solutions, LLC

Jerri LS Langer, J.D., L.L.M., is a founding member of COKALA Tax Information Reporting solutions, and a nationally recognized information reporting and withholding consultant who provides a wide range of tax advisory services to many Fortune 500 companies around the world. She received her J.D. and L.L.M. in Taxation from the University of Florida College of Law (1982) and is a member of the Florida and Michigan bars.

She is a past member of the IRS Commissioner’s Information Reporting Program Advisory Committee (IRPAC) and served IRPAC as its Subcommittee Chair on Legislation and Regulatory Matters.

Jerri was the founding Government Relations Chair for the National Association of Tax Reporting and Payroll Management (NATRPM) and currently serves on the NATRPM Board. In her previous role as Director in Balance Consulting, an organization specializing in tax reporting and withholding compliance, Jerri coordinated the firm’s professional advisory services, as well as the administration of tax advisory services to financial industries.

Prior to joining Balance Consulting, she served ProBusiness Services Inc., a Fortune 500 payroll service company, as its chief tax compliance officer where she orchestrated a new merger & acquisition service, as well as managed tax controversy and government relations areas. Jerri learned much of her trade as a Director in Deloitte & Touche, where she gained a national reputation assisting clients in complying with domestic and international tax matters, as well as other tax reporting and withholding requirements. Earlier, as a tax advisor on Wall Street, she gained significant operational experience in domestic and international brokerage, banking and insurance operations and product development, as well as in retirement plan and employee benefits processing.

Jerri is the author of Aspen Publishers’ Ohio Payroll Guide and contributes to Aspen Publisher’s Payroll Answer Book, both widely circulated publications. She also authored the first BNA Tax Portfolio on U.S. Information Reporting and Backup Withholding, and is frequently quoted in many trade journals.