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Rivkin Radler LLP

The Supreme Court’s Non-Opinion On The “Realization” of Income – A Lost Opportunity?

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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

Miles & Stockbridge P.C.

Supreme Court Case Adversely Impacts Parties to Buy-Sell Arrangements

In a unanimous decision, the Supreme Court of the United States recently determined in Connelly v. U.S. that the value of a life insurance policy must be included in the fair market value of a closely held business for...more

Holland & Knight LLP

Moore Thoughts: An Incremental Opinion from the U.S. Supreme Court

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The U.S. Supreme Court on June 20, 2024, ruled 7-2 that Section 965 of the Internal Revenue Code, as revised by the law known as the Tax Cuts and Jobs Act, is constitutional. The issue presented to the Court in Moore v....more

Mayer Brown

Closely-Held Corporation Buy-Sell Arrangements Upended by Supreme Court in Estate of Connelly

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The Supreme Court has just weighed in on how gift and estate taxes apply with respect to non-cash gifts in Estate of Connelly v. United States. The Court’s opinion closely follows the economics of such arrangements, but...more

Rivkin Radler LLP

Shareholder-Transferee Liability for a Corporation’s Income Tax

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Would you be surprised to learn that most shareholders of closely held corporations, and especially those with minority or merely passive interests, believe they cannot be held responsible for the tax obligations of their...more

Hinckley Allen

Converting an LLC to an S Corporation: A Mistake Waiting to Happen

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Limited liability companies (LLCs) offer significant tax flexibility – for one thing they can elect to be treated as disregarded entities, partnerships, C corporations, or S corporations, and can even shift between those tax...more

Rivkin Radler LLP

Reasonable Compensation Meets The Principal Shareholder of a C Corp

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Double Tax- The shareholders of C corporations have long sought legitimate operational and transactional structures by which they may reduce the double tax hit that is realized when such a corporation distributes its...more

Skadden, Arps, Slate, Meagher & Flom LLP

Build Back Better Act Would Change Monetization Playbook for Tax-Free Spin-Offs

Takeaways - Tax law changes in the Build Back Better Act (BBBA) would limit the amount of value a company could extract in a spin-off by using a debt-for-debt exchange. Companies may be able to achieve most of the...more

Rivkin Radler LLP

New York’s Pass-Through Entity Tax, F Reorgs, and the Sale of An Electing S Corp

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Timing- I had planned to post this piece during the third week of December, a day or so after the exchange between Senator Manchin and the White House sealed the fate of the Build Back Better plan, at least in its current...more

Farrell Fritz, P.C.

Corporate Tax Hike On The Horizon: Using Reasonable Compensation To Withdraw Value

Farrell Fritz, P.C. on

Corporate Rate Increase? We begin this week with the Senate having passed the President’s $1.9 trillion coronavirus relief and economic stimulus plan (the “American Rescue Plan” following a marathon session during which...more

Best Best & Krieger LLP

Best in Law: Take Some Time with Your Minute Book

BB&K Business Attorney Brian Reider Discusses the Importance of Minute Books in the Southern California Newspaper Group - Looking back at the year, one recurring theme emerges with corporate clients and their...more

Holland & Knight LLP

U.S. Tax Reform: Impacts and Opportunities for Mexican Businesses, Part 1 - A General Overview on Issues That U.S. and Mexican...

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• The Tax Cuts and Jobs Act (Tax Act), signed into law on Dec. 22, 2017, made significant changes to the manner in which U.S. corporate and individual taxpayers are taxed on income from international operations. • The Tax...more

Farrell Fritz, P.C.

Shareholder Liability For Corporate Income Tax?

Farrell Fritz, P.C. on

Limited Liability - In general, the creditors of a corporation cannot recover the corporation’s debts from its shareholders—the shareholders enjoy the benefit of limited liability protection as a matter of state law....more

Coblentz Patch Duffy & Bass

Transferee Liability: The [Unlikely] Situation that your Nonprofit Receives a Charitable Gift with Expensive Tax Strings Attached

The case of Salus Mundi Foundation et al v. Commissioner - On August 15, 2016, the Tax Court decided in Salus Mundi Foundation et al v. Commissioner, T.C. Memo. 2016-154, that two foundations were liable as transferees...more

McNees Wallace & Nurick LLC

How to Lessen the Tax Bite When Selling a Business

When a business is sold, both the buyer and the seller endeavor to walk away with as much cash on hand as possible. The seller hopes to reap the rewards of years of hard work; the buyer hopes to secure enough cash to...more

Lowndes

Beware Transferee Liability

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One of the great features of corporations is that liability in the corporation generally does not extend to its shareholders, including tax liability. Like any rule, though, there is almost always an exception. In this...more

Proskauer Rose LLP

Wealth Management Update - June 2013

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The June § 7520 rate for use with estate planning techniques such as CRTs, CLTs, QPRTs and GRATs is 1.2%, which is a slight decrease from April's rate of 1.4% but remains the same as May's rate of 1.2%. The applicable federal...more

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