The sole shareholder sold his stock in a stock sale. He also took vehicles with basis of $6000. The seller received all the retained earnings of $180,000. And the shareholder loan TO corporation total $800,000. The stock sale was 1,000,000.
The stock was common stock at $50,000 and Paid in Excess of 70,000. This was a C corp.
I am filing the 1040 for the seller. The stock sale is on the schedule D
Sale price of $1,000,000. The cost is the $50,000. Plus the $70,000. Plus the shareholder loan to the corporation $800,000. Plus the retained earnings of $80,000. The vehicles would be included because their was no sale.

The good will and covenant are, in my opinion, items that CANNOT be included in the basis of the stock. The other items mentioned all have concrete value and CAN be included.