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For an owner, the business
is the estate plan.

Most of an owner’s wealth sits inside one company that can’t be split, sold quickly or valued easily. That changes every estate planning decision, and the best moves happen before a buyer appears.

See what’s different Plan my estate

Your first step: Greg reads your paperwork, names the decisions in it and what needs attention first, and tells you whether a fuller review would help.

For business owners in New York, especially those who may sell, transfer or step back in the next ten years.

By Greg Garone, CEPA® · Published November 3, 2026 · Updated November 4, 2026 · Sources checked November 4, 2026

A typical estate plan assumes assets that can be valued, divided and sold. An owner’s largest asset is often none of those.

It may be worth more with them than without them. It can’t be split evenly among children who may or may not work in it. And New York’s estate tax may be due in cash nine months after death. Owners need an estate plan built around the business, and a different one after it’s sold.

$7.35MNew York’s 2026 estate tax exclusion. Above $7,717,500, the whole estate is taxable.
$15MThe federal exclusion per person in 2026.
3 yearsHow far back New York adds taxable gifts into an estate.

What’s different for owners

Value is uncertain

A private company needs a formal valuation, and the number can be challenged.

It’s hard to divide

One child runs the company, another doesn’t. Equal isn’t always fair.

Taxes need cash

An estate tax bill can come due before the business can be sold sensibly.

Control matters

Who votes the shares and runs the company if you can’t is as important as who inherits them.

New York’s numbers are the ones that bite

With a $15 million federal exclusion per person, most owners won’t owe federal estate tax.

New York is different. Its 2026 exclusion is $7.35 million, there’s no portability between spouses, and once a taxable estate passes 105% of the exclusion, the entire estate is taxed. A business worth $6 million plus a home and retirement accounts can put an owner over the cliff without anyone noticing.

Calculator
Where is your estate on New York’s cliff?
New York taxes estates over $7.35 million, and once an estate passes 105% of that, the whole estate is taxed. Enter an estimate to see where it lands.
Everything counted at death, less debts, expenses and gifts to a spouse or charity, plus taxable gifts in the last three years.
New York estate tax for a 2026 death, before any credit for gift tax paid
$746,000
Tax as a share of the estate
9.6%
Over the $7.35M exclusion by
$450,000
Federal estate tax, rough
$0
New York estate tax at each estate size. The shaded strip is the cliff: 100% to 105% of the exclusion.
The estate is $450,000 over the exclusion, and the tax is $746,000. In this illustration, leaving $450,000 to charity would bring the taxable estate down to the exclusion and leave heirs about $296,000 more. Your estate attorney can tell you whether a clause like that fits your plan.
Talk through my numbersSee all calculators
Illustration for a New York resident dying in 2026, using the Form ET-706 rate table and the $7,350,000 basic exclusion. It leaves out gift add-back details, other credits, out-of-state property and the rules that determine the taxable estate. The federal figure is a rough 40% of anything over $15 million. Your estate attorney and CPA compute the real numbers.

Before a sale: the best window

  • Gift shares to children or trusts while the company is valued as a private, hard-to-sell business. Once a buyer offers a price, values tend to follow it.
  • Minority, non-voting interests may qualify for valuation discounts, supported by a qualified appraisal.
  • New York has no gift tax, but gifts made within three years of death are added back to the estate.
  • Gifting the business before a sale moves future growth, and the sale proceeds, out of your estate.
  • Keep enough for yourself. Gifts are permanent, and you’ll need to live on what you keep.

The buy-sell agreement

If you have partners, the buy-sell agreement may be the most important estate document you own. It decides who can buy your shares at death, disability or departure, at what price and how it’s funded.

An outdated price or an unfunded promise can leave your family selling to your partners for far less than the business is worth, or receiving an IOU.

After a sale: a different plan

Before the saleAfter the sale
Main assetThe businessCash and investments
ValuationUncertain, discounts possibleExact, no discounts
New York cliffMaybeOften
Liquidity for taxesA problemSolved
Key decisionsGifting shares, buy-sell, successionGifting cash, trusts, charitable plans, the cliff

How Morrowgate helps owners. Greg builds the family balance sheet and models New York and federal estate tax before and after a sale. He coordinates gifting, trusts and the buy-sell agreement with your estate attorney and CPA, who draft and advise. After a sale, he manages the proceeds and keeps the plan current.

Questions owners ask

Does New York have a gift tax?

No. But taxable gifts made within three years of death are added back into the New York estate.

When should I gift shares of my business?

Usually well before a sale is negotiated, when the company is valued as a private business. Gifts after a buyer’s offer tend to be valued near the offer.

What is the New York estate tax cliff?

If a taxable estate exceeds 105% of the exclusion, $7,717,500 in 2026, the whole estate is taxed, not just the excess.

Do I need a buy-sell agreement?

If you have co-owners, yes. It sets the price and process if an owner dies, becomes disabled or leaves, and how the purchase is paid for.

Where this guidance stops

This article is general education on estate planning for business owners: how the rules and the options generally work.

It is not tax, legal or investment advice, and nothing here is a recommendation for your situation. Rules change and outcomes turn on the facts, which is why a CPA and an attorney look at a family’s own numbers before anything is done.

Sources

Keep reading

All planning resources · Editorial standards

Own a business?

Build the estate plan around it.

Tell Greg about the business and where your estate plan stands. He replies by email, usually within one business day.

Your first step: Greg reads your paperwork, names the decisions in it and what needs attention first, and tells you whether a fuller review would help.

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