Selling a business is a complex process, and understanding how various assets are treated in the sale is an important part of it. One such asset is goodwill, and understanding how it is treated in the sale of a business is essential for any business owner. In this article, we will explore how goodwill is treated in the sale of a business, and what implications this has for the seller.

How is Goodwill Treated in the Sale of a Business?

In the sale of a business, goodwill is defined as the amount paid above and beyond the fair market value of the business’ assets and liabilities. All amounts received by the shareholders from the sale of their personal goodwill should be taxed at capital gain rates irrespective of the length of time the company has been held. Goodwill is taxed to the seller at capital gains tax rates. The tax rates on capital gains have changed multiple times over the last 20 years and it’s important for business owners to stay up to date with the applicable tax laws.

Goodwill is typically considered a business asset, but recent Tax Court decisions have suggested that goodwill can be a personal asset, thereby making it subject to higher rate of taxation. When transferred on their own as personal goodwill, the seller’s excess net earnings are subject to capital gains taxes. Capital gains taxes are the taxes paid by individuals on profit they make from selling capital assets. The rate of taxation will depend on various factors, including the length of time the asset was held and the seller’s income level.

When it comes to goodwill, this portion of the business value will be treated as capital gain for the seller, rather than ordinary income. This means that the seller will pay taxes on the sale of the goodwill at a lower rate than they would on the sale of other investments or income-generating activities.

It’s important for business owners to understand how goodwill is treated in the sale of a business and the implications this can have for the seller. Understanding the tax implications of the sale of goodwill can help the seller make informed decisions about the sale of their business.

At, we have all the answers to your questions about selling a business, as well as business brokers who can help you navigate the process. We are the go-to resource for anyone looking for help and advice when it comes to selling a business. Contact us today to learn more about the services we offer.

What factors do you take into consideration when determining the value of goodwill when selling a business?

The value of goodwill in a business sale can be calculated by subtracting the combined value of the business’s tangible assets (minus liabilities) from its fair market value.

Is it possible to deduct the value of goodwill when selling a business?

The purchaser of your business will be eligible to receive a tax deduction for the goodwill portion of the sale, however, it can’t be fully written off in one year.

What is the accounting treatment of goodwill when a business is purchased?

Goodwill is listed as a non-physical, long-term asset on the balance sheet of the acquiring firm. It is not tangible like buildings or machinery.

Does the sale of a business generate capital gains from goodwill?

The Tax Court has recently argued that goodwill should be viewed as a personal asset, meaning it can be sold at a lower rate and only taxed once as a capital gain.

Does the sale of goodwill constitute a capital asset?

Goodwill is considered an intangible asset as well as a capital asset. Its value is the amount that is higher than the book value of a company when it is being acquired by another. This is why it is classified as a capital asset, since it can provide an ongoing source of income for more than 12 months.

Is the sale of a company’s reputation subject to taxation?

It is important to talk to a CPA to understand the current capital gains tax rates when selling a company, as they have changed quite a bit in the last two decades. However, taxes are not the only factor to think about when going through with a sale.