Tax

Taxes directly affect the bottom line of every business. Each member of the business team is sensitive to the practical business implications of tax issues. We understand our client’s situation and objectives and apply our expertise, experience, and creativity to meeting our client’s objectives. We are experienced in representing clients before both the federal and state taxing authorities.

Emerging Businesses
We have years of experience advising businesses on tax choices that can be key to growth and prosperity, including:
  • Choice of entity: Selection of S corporation, partnership, limited liability company, limited liability partnership, or C corporation form of business entity structuring tax-free contributions to capital.
  • Raising capital: Structuring borrowing venture capital and other private placements and public offerings.
  • Compensating employees: Incentive and nonqualified stock option and other equity compensation plans, worker classification, and employment tax issues.
  • Tax planning: Planning to avoid personal holding company and accumulated earnings taxes and to minimize state excise, sales and use, income, and property taxes.
  • Real estate transactions: Structuring like-kind exchanges, advising on capital assets versus ordinary income assets.
Mergers, Acquisitions, and Reorganizations
  • Tax-free mergers and acquisitions: Structuring transactions as tax-free reorganizations; tax treatment of outstanding options.
  • Spin-offs, liquidations, and restructurings: Avoiding tax to corporation and shareholders; preserving net operating losses.
  • Asset sales: Allocation of purchase price; amortization of intangibles; tax indemnification provisions; installment sales and sales and use tax issues.
  • Joint ventures: Structuring, operating, and terminating partnerships, limited liability companies, and other joint ventures.
Individuals and Families
In addition to the tax issues facing: all growing businesses, issues frequently encountered by individual business owners include:
  • Planning for liquidity and business succession: Buy-sell agreements and other business succession plans, including the use of insurance.
  • Restructuring investment and business entities for changing family circumstances.
  • Sales of businesses and changes of entity.
  • Individual tax planning: State of residence issues, minimizing state taxation, planning for investment income and expenses, structuring compensation and insurance.
Tax Representation
We represent taxpayers of all kinds, including corporations, small businesses, tax-exempt organizations, and other tax professionals, in the following:
  • Federal and state administrative appeals: A thorough development of the facts and law, a well-written protest, a persuasive oral presentation and a careful response to the concerns and arguments of the taxing authorities often result in a favorable administrative resolution of tax controversies. 
  • Tax litigation: We have an established record of successful tax litigation of federal and state income, excise, and property tax matters. 
  • Offers in Compromise: We have successfully negotiated with the IRS and state authorities on structuring settlements on the payment of taxes. 
  • Health Care: We provide tax advice to a wide range of health care organizations including physician groups, surgical centers, surgical recovery centers, and hospitals.
  • Audits and criminal investigations: Our goal is to achieve the best result at the earliest possible stage.

Attorneys