Ledgers and Law: Start With an Ending in Mind When Building a New Business
THE ACCIDENTAL ENTREPRENEUR
Investment Management Update – Exit Strategies
Lawyers on Tap: Tap Tips for Entity Formation and Taxation
On this episode of The Inside Basis, host Randy Clark discusses some common issues in F-reorganizations involving S-corporations, a popular structural approach used in private equity transactions....more
Don't stick your head in the sand and miss important business or personal tax deadlines...more
In this Part XIV of my multi-part series on some of the not-so-obvious aspects of Subchapter S, I explore a narrow aspect of Subchapter S that is often ignored or forgotten. An S corporation is not always a mere extension of...more
Join Williams Mullen for our hybrid 2025 Winter Tax Forum on Thursday, February 6th. Our speakers, Anna Derewenda, Kyle Wingfield, Kevin Bender, and Patrick Carr will provide an update on the following: - New Basis...more
We at the Buchalter law firm understand that many have suffered greatly as a result of the recent wildfires. The loss of life, and the loss of homes with memories is, of course irreplaceable....more
Many banks have elected to be “S Corporations” for tax purposes. This status can provide significant tax benefits to the bank’s shareholders, but it also comes with several ongoing technical requirements. Failure to satisfy...more
The tax advantages for US individuals who become bona fide residents of US possessions can be substantial. These tax advantages have lured more than a few taxpayers to take unreasonably aggressive positions that they are...more
Basic Rules - IRC § 6501(a) generally requires the IRS to assess tax within three (3) years after a tax return is filed by the taxpayer. There are two (2) notable exceptions to this rule under IRC § 6501(c) and (e),...more
In this Part XII of my multi-part series on some of the not-so-obvious aspects of S corporations, I explore a consistent theme – taxpayers lose fights with taxing authorities when they fail to maintain adequate records....more
There is a little-known asset – personal goodwill – that is present in certain types of businesses and can potentially provide a significant tax benefit when identified as part of a transaction. This article will clarify what...more
In M&A and private equity transactions, buyers and sellers are consistently looking for ways to maximize value, which requires a critical focus on structuring the transaction in a tax-efficient manner. This pursuit of tax...more
In this Part XI of my multi-part series on some of the not-so-obvious aspects of S corporations, I explore a topic that should be obvious but which appears to be ignored by many taxpayers and their tax advisers – accurate...more
Many small business owners mistakenly believe business succession planning and estate planning is for those with substantial wealth. This is simply a myth which does not reflect the nature of business or home ownership....more
If given their druthers, most transactional corporate attorneys would prefer to spend their day practicing “happy law,” by which they typically mean transactions that involve capital formation, mergers and acquisitions, joint...more
For an active business in the post-Tax Cuts and Jobs Act (TCJA) world of lower corporate tax rates, buyers and shareholders considering a future exit should always consider C corporations and the availability of potential...more
Personal goodwill refers to the reputation, relationships, and other intangible assets directly attributable to an individual professional rather than the business entity itself. It is especially relevant for professional...more
The SECURE 2.0 Act of 2022 (“SECURE 2.0”) made numerous changes to the complex web that makes up U.S. retirement plan laws. Of interest to S corporations that may be considering an employee stock ownership plan (“ESOP”) is...more
Having been swept along for nine days “by the force of the hostile winds on the fishy sea,” Odysseus and his crew came to a strange land. After securing their ships, Odysseus sent some of his “companions ahead, telling them...more
In less than four months, the citizens of the United States will be electing their next President to a four-year term. They will also be deciding which of the two major political parties will “control” the Senate, the House,...more
The IRS’ determinations in a notice of deficiency are generally presumed correct. Therefore, unless specifically excepted by Tax Court Rule or statute, the burden of proof in civil tax proceedings is ordinarily on the...more
Many Americans have not noticed the paragraph above their signature line on the 1040 and other IRS and state tax forms, which notifies the taxpayer that they signed their tax return "under the penalties of perjury" and that...more
On June 20, the U.S. Supreme Court released its opinion in the closely watched case of Moore v. United States. In a 7-2 decision, the court upheld the constitutionality of the mandatory repatriation tax (MRT), also referred...more
What is now considered as the “abusive use of partnerships,” and why would this matter to the IRS? The agency recently released IR-2024-166, which is intended to provide “new guidance to stop partnerships from using...more
An anonymous thinker, lost to history, is credited with having said that the unofficial motto of the IRS is, “We have what it takes to take what you have.” In some instances, the truth of the above statement is manifested in...more
In Leto v. United States, the taxpayer reincorporated an S corporation business into a C corporation, then the taxpayer later sold the shares in the C corporation and tried to exclude the gain from such sale under section...more