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| Fair Market Value, Adequate Consideration, and ESOP Business Valuation (2276Q) |
Course CPE: 2 hours
Field of Study: Business Management and Organization–2 hrs
Program Level: Basic
Prerequisites: Previous training or experience with the fundamentals of accounting, finance, economics, and business writing. These individuals are often at the staff or entry level in organizations, although such programs may also benefit a seasoned professional with limited exposure to the area.
Advanced Preparation: None
Delivery Method: QAS Self-Study |
Item
Number: 25BV1008NAC
Shipping Weight: 0lbs. 0oz. |
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$147.00 |
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Recording Date: October 8, 2025
Presenter: Trisch Garthoeffner and Greg Caruso
Program Description:
This course provides business valuators, attorneys, trustees, and financial professionals with a comprehensive overview of employee stock ownership plans (ESOPs), focusing on the critical concepts of adequate consideration and ESOP transaction structures. Participants will gain an understanding of the legal and regulatory framework surrounding ESOP valuations, including the history, current, and proposed Department of Labor and IRS requirements, and how these standards shape valuation practices.
The course explores how adequate consideration/fair market value is defined and tested in practice, with emphasis on valuation methodologies, financial modeling, and the importance of independence and documentation. Attention will be given to fiduciary responsibilities and the heightened scrutiny applied to ESOP transactions, offering practical strategies to mitigate risk and ensure defensible conclusions.
In addition, this course will review common ESOP structures—leveraged versus non-leveraged, partial versus full ownership, and hybrid structures—and discuss how each impacts valuation assumptions, financing, and long-term company obligations. Case examples will be used to illustrate key points and highlight best practices.
Takeaways
After attending this course, participants will be able to analyze and compare different ESOP structures and understand how each impacts valuation, financing, and company obligations. Attendees will also be able to identify and mitigate fiduciary and regulatory risks when supporting trustees or advising business owners in ESOP transactions. Finally, they will be better positioned to deliver defensible, well-documented valuations that withstand scrutiny and enhance professional credibility.
After completing this course, you will be able to:
- Identify the evolution of ESOP regulation, including recent proposed and rescinded regulations, and newly proposed regulations that could greatly expand ESOP ownership
- Recognize adequate consideration standards by developing a deeper understanding of Department of Labor and IRS requirements for adequate consideration in ESOP transactions to reduce compliance risk
- Determine how to tailor valuation approaches to meet ESOP-specific requirements, including considerations of control, discounts, and repurchase obligations
- Differentiate common ESOP structures, including leveraged versus non-leveraged and partial versus 100 percent sales, and how these structures impact valuation assumptions and financing
- Recognize the key areas where valuation professionals must align with trustees and fiduciaries to withstand regulatory scrutiny or litigation challenges and mitigate legal and fiduciary risks
For more information regarding refund or concerns, please contact our offices at (800) 677-2009.
The Consultants’ Training Institute (CTI) 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: www.nasbaregistry.org.
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