§453 · Structured Installment Sale Timeline

When do I have to set up a structured installment sale, and how long does it take?

Before closing. The best time is while you negotiate the purchase agreement, so the installment language is in the contract from the start. You can still add it by addendum while the deal is in escrow, with the buyer's consent. Once the sale closes and you have the cash, it is too late. Start as soon as you have a buyer; the paperwork has to be done before closing.

§453 Mechanic: How the Money Flows

Buyer cash → Assignment Co. → fixed annuity → You, on schedule

BUYER pays full cash at closing ASSIGNMENT CO. owes you the payments purchases annuity LIFE INSURER Fixed annuity from a highly rated life insurer owned by the assignment co. SELLER (you) paid on chosen 5-30 yr schedule Closing day: one wire, one assignment Gain recognized proportionally each year per IRC §453 (Treas. Reg. §15A.453-1)

Hans Goldstein structures installment sales for sellers and works alongside their CPAs. Email hans@goldsteinco.net or call 213-340-2018.

Why can't it be added after closing?

The installment method under IRC §453 applies when at least one payment is received after the year of sale. In a structured sale, that deferral exists because, before closing, you and the buyer agree that part of the price is paid in installments, and at closing the buyer pays that portion to an assignment company that takes over the obligation.

If the full price lands in your account, or is made available to you, you have received it. Under the constructive receipt rule (Treas. Reg. §1.451-2(a)), income is taxed when it is credited to you, set apart for you, or made available so you could draw on it. Buying an annuity with the money afterward does not undo that. The sale is then reported as a cash sale in the year of closing. See constructive receipt.

The same logic applies if escrow holds your proceeds with an open option for you to take cash instead. The structured amount has to be committed to the assignment company before closing, not left as your choice afterward.

Before you read further

What is the tax bill on your sale going to be?

Send me the sale price and rough basis. Within one business day I'll email you the actual number and the Seller's Guide to §453. If it doesn't fit your deal, I'll tell you that plainly.

No retainer · no obligation. Hans Goldstein, a licensed insurance agent (CA Insurance License #4273294), will contact you and may discuss insurance products, including annuities.

What are the steps, in order?

StepWhat happensWho is involved
1. Numbers and fit checkEstimate the gain, the recapture taxed in year one, and whether spreading saves enough to justify locking up the moneyYou, your CPA, Hans
2. Insurer quotePick the amount to structure, the start date and the payment pattern; the insurer prices the paymentsHans, the insurer
3. Purchase agreement language or addendumAdd installment sale language to the purchase agreement, or an addendum if you are already in escrow; the buyer consentsYou, the buyer, both agents or attorneys
4. Sign before closeAssignment agreement and annuity application signed before closingYou, the buyer, the assignment company
5. ClosingEscrow instructions route the structured amount to the assignment company; any cash portion goes to youEscrow or closing attorney
6. After closingThe assignment company buys the annuity; payments begin on the schedule set in the contract; you file Form 6252 each year you receive a paymentThe assignment company, the insurer, you and your CPA

The deal mechanics page walks through the wire flow on closing day.

How long does it take?

It depends on your CPA's availability, how fast you settle on a payment schedule, and how quickly the buyer's side signs the addendum. There is no fixed number of days. What matters is the order: the numbers, the quote and the signed documents all have to be in place before the closing date.

Practical guidance:

  • Bring it up before you sign the purchase agreement if you can. Adding a clause at the start is easier than amending a signed contract.
  • If you are already in escrow, start immediately. An addendum works, but you need the buyer's signature, and a short escrow leaves little room.
  • Do not let the closing date slip past the paperwork. If the documents are not signed and the escrow instructions do not route the structured amount, the sale closes as an all-cash sale.

Does the buyer have to do anything extra?

Very little. The buyer pays the same total price, in full, at closing, the same as an all-cash purchase. The buyer signs the installment language and the assignment agreement so the assignment company can take over the payment obligation. After closing, the buyer has no ongoing role. See can the buyer refuse?

What happens after closing, year by year?

You receive payments on the schedule fixed in the contract. Each payment is part basis recovery, part gain and part interest. Your CPA reports the gain portion on Form 6252 for the year of sale and for each later year you receive a payment (IRS Pub 537), and reports the interest as ordinary income. Any §1245 recapture is taxed in the year of sale regardless (IRC §453(i)). See how the payments are taxed.

Frequently asked

Q: Can I set up a structured installment sale after the sale closes? A: No. Once the proceeds are paid to you or made available to you, they are taxed as received. The structure must be agreed and documented before closing.

Q: Can I add it while I am already in escrow? A: Yes, by addendum to the purchase agreement, with the buyer's consent, as long as everything is signed and the escrow instructions route the structured amount before closing.

Q: Will it delay my closing? A: It does not have to. The quote and documents run alongside the normal escrow work. The risk is starting late; start as soon as you have a buyer.

Q: When do the payments start? A: Whenever the schedule you chose says they start: shortly after closing, or years later. See payment schedule options.

What should you read or run next?

Who wrote this?

About the author

Hans Goldstein works with sellers on IRC §453 installment sales. Tax and exit-planning analysis: Hans Goldstein: Tax & Exit Planning. Annuity placement for structured installment sales: Goldstein & Co. LLC dba Goldstein Insurance Services, CA ins. lic. #4273294. Hans is not a CPA or attorney, and this page is education, not tax or legal advice; have your CPA review your facts. A commission is paid only if a structured installment sale is funded.

Last updated September 30, 2026.

Talk to Hans: hans@goldsteinco.net · 213-340-2018

Hans Goldstein, NPN 20602398

Find out what your sale is really going to cost you in tax, and what you can do about it

No retainer. On a funded structure, the insurer pays a one-time commission of about 4% of the amount structured to the brokerage firm that places it (Hans’s share is about 2.4%; no trail). It is built into the annuity pricing, not a separate fee.

Send me the sale price and roughly what you paid. Within one business day I’ll come back with the number you’re actually looking at and whether a structured installment sale can push it down. If it can’t, I’ll say that just as plainly.

You'll also get the plain-English Seller's Guide to §453: the math, the alternatives, and the cases where it does not work.

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📞 Hans Goldstein · 213-340-2018 · CA Insurance License #4273294 · Independent §453 specialist · Goldstein & Co. LLC

Hans Goldstein, a licensed insurance agent (CA Insurance License #4273294), will contact you and may discuss insurance products, including annuities.

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