Buyer is purchasing 100% of my single-member LLC — is that a company sale or an asset sale for US tax?
I'm a non-US founder with a single-member Wyoming LLC (disregarded entity, I file Form 5472 with a pro forma 1120 every year). A US buyer wants to acquire 100% of my membership interest. My lawyer drafted a membership-interest purchase agreement, but my accountant insists the IRS will treat this as me selling the LLC's assets one by one. Who is right, and does the difference actually change my tax?
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