Key Points Internal IRS correspondence in the form of a recent Chief Counsel Memorandum concludes that funds structured as partnerships (e.g., master funds in a standard master-feeder structure) must determine the...more
Key Points -
Recently proposed regulations would significantly curtail the ability for private fund sponsors and non-U.S. investors to use a so-called D-REIT to facilitate a tax-efficient exit from U.S. real property...more
Key Points -
The broader application of Section 871(m) has again been delayed, this time until January 1, 2025, and, as a result, investment funds with non-U.S. feeders or investors up the chain should generally expect to...more
Key Points -
Fund-level liability for a buyer’s failure to withhold upon secondary market transfer of an LP interest in a fund with ECI assets will apply only for transfers on or after January 1, 2023.
Certain...more
8/27/2021
/ Corporate Taxes ,
Income Taxes ,
IRS ,
Limited Liability Company (LLC) ,
Limited Partnerships ,
Master Limited Partnerships ,
Partnerships ,
Publicly-Traded Companies ,
Secondary Markets ,
Tax Cuts and Jobs Act ,
Tax Liability ,
Transfer of Interest
The Coronavirus Aid, Relief and Economic Security Act (CARES Act) (P.L. 116-136), signed into law March 27, contained numerous business relief provisions, one of which was a repeat from the 2008-2009 financial crisis. While...more
On March 25, 2020, the U.S. Senate released final text of the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) (H.R. 748) to provide emergency economic assistance to those affected by the novel coronavirus...more
3/30/2020
/ CARES Act ,
Coronavirus/COVID-19 ,
Employee Retention ,
Federal Taxes ,
Financial Stimulus ,
Income Taxes ,
IRS ,
Net Operating Losses ,
Payroll Taxes ,
Tax Code ,
Tax Credits ,
Tax Deductions ,
Tax Relief
• The broader application of Section 871(m) has again been delayed, this time until January 1, 2023 and as a result, investment funds with non-U.S. feeders or investors up the chain should generally expect to incur U.S....more
• U.S. and non-U.S. investment funds that are required to file, or file, a U.S. partnership tax return (Internal Revenue Service (IRS) Form 1065) are generally subject to a new U.S. partnership audit regime that permits the...more
• The latest set of proposed opportunity zone (OZ) regulations (the “2019 proposed regulations”) provide much-needed flexibility with regard to qualified opportunity funds (“OZ Funds”) and expand the types of businesses and...more
5/24/2019
/ Anti-Abuse Rule ,
Capital Gains ,
Carried Interest ,
Debt Financing ,
Intangible Property ,
Investment Funds ,
Opportunity Zones ,
Original Use ,
Proposed Regulation ,
Qualified Opportunity Funds ,
Safe Harbors ,
Tangible Property
• Proposed regulations issued on October 19 provide welcome guidance to asset managers regarding the formation of qualified opportunity funds (QOFs) that may provide investors with the following three tax benefits: (1)...more
10/25/2018
/ Asset Management ,
Capital Assets ,
Capital Gains ,
Community Development ,
Economic Development ,
Fund Sponsors ,
Internal Revenue Code (IRC) ,
Investment Funds ,
Investors ,
IRS ,
Low-Income Issues ,
New Rules ,
Opportunity Zones ,
Partnerships ,
Proposed Regulation ,
Public Finance ,
Qualified Opportunity Funds ,
Real Estate Development ,
Real Estate Investments ,
Rollover Equity ,
Safe Harbors ,
State and Local Government ,
Tax Benefits ,
Tax Cuts and Jobs Act ,
Tax Deferral ,
Tax Exemptions ,
Tax Incentives ,
Tax Reform ,
U.S. Treasury ,
Value Appreciation
• Foreign Investor Forms W-8: An update of Forms W-8 on file for non-U.S. investors is generally recommended by December 31, 2018 to ensure that a date of birth (DOB) and non-U.S. taxpayer identification number (Foreign TIN)...more
10/8/2018
/ Asset Management ,
Certifications ,
Common Reporting Standard (CRS) ,
Controlling Person ,
Derivatives ,
FATCA ,
FBAR ,
Filing Deadlines ,
Foreign Investment ,
Form W-8 ,
Gross Proceeds ,
Income Taxes ,
Intergovernmental Agreements ,
Investment Funds ,
Investment Management ,
Investors ,
IRS ,
OECD ,
Reporting Requirements ,
Section 871(m) ,
Swaps ,
Withholding Tax
• The broader application of Section 871(m) has been delayed further until January 1, 2021 and, as a result, investment funds with non-U.S. feeders or investors up the chain should generally expect to incur U.S. withholding...more
9/24/2018
/ Anti-Abuse Rule ,
Broker-Dealer ,
Delays ,
Derivatives ,
Dividend-Equivalent Transactions ,
Equity Investors ,
Exchange-Traded Products ,
Foreign Investment ,
Internal Revenue Code (IRC) ,
IRS ,
Qualified Derivatives Dealers (QDDs) ,
Section 871(m) ,
Swaps ,
Tax Evasion ,
Withholding Tax
The Bipartisan Budget Act of 2015, as modified by the Protecting Americans from Tax Hikes Act of 2015, resulted in a fundamental change in the way the U.S. Internal Revenue Service (IRS) will conduct audits of collective...more
11/22/2017
/ Asia ,
Bipartisan Budget Act ,
Foreign Financial Institutions (FFI) ,
Fund Managers ,
Hedge Funds ,
Income Taxes ,
Investors ,
IRS ,
New Amendments ,
Partnerships ,
Private Equity Funds ,
Protecting Americans from Tax Hikes (PATH) Act ,
Tax Audits ,
Tax Liability ,
Tax Returns
• Significant corporate and potential individual tax rate reductions and a 25% individual tax rate on certain “qualified business income” would be introduced (although many fund investors and sponsors would not be eligible...more
11/8/2017
/ Asset Management ,
Blocker Corporations ,
Business Taxes ,
Carried Interest ,
Corporate Taxes ,
Income Taxes ,
International Tax Issues ,
Investment Funds ,
Management Fees ,
Proposed Legislation ,
Reconciliation ,
REIT ,
SALT ,
Tax Cuts ,
Tax Rates ,
Tax Reform ,
UBTI ,
Ways and Means Committee
In response to perceived abuses in taxpayers’ use of swaps and other derivative transactions (e.g., options, futures or forwards) to avoid withholding tax on U.S. source dividends, Congress added Section 871(m) to the...more
8/18/2017
/ Anti-Abuse Rule ,
Broker-Dealer ,
Delays ,
Derivatives ,
Dividend-Equivalent Transactions ,
Equity Investors ,
Exchange-Traded Products ,
Foreign Investment ,
Internal Revenue Code (IRC) ,
IRS ,
Section 871(m) ,
Swaps ,
Tax Evasion ,
Withholding Tax
Certain non-U.S. investment funds, including Bermuda funds, which qualify as foreign financial institutions (FFI), must enter into a legal agreement (“FFI agreement”) with the U.S. Internal Revenue Service (IRS) to be treated...more
Final regulations issued by the Treasury and the Internal Revenue Service (IRS) on January 19, 2017, revealed a set of new rules interpreting “qualifying income” under Section 7704(d) of the Internal Revenue Code, affecting...more
Key Points -
- Transitional relief for non-U.S. investment funds that have been previously permitted to provide only a sponsor’s GIIN to avoid incurring FATCA withholding ends on December 31, 2016.
- U.S....more
Key Points -
- The New Regulations do not apply to debt issued by investment partnership funds, including publicly traded partnership funds, or blockers-at least, not now.
- The New Regulations can apply to...more
Key Points -
- Final, temporary and proposed regulations issued on October 5, 2016, address complex rules dealing with partnership disguised sales and debt allocation rules under Sections 707 and 752 of the Internal...more
If you read one thing...
- Enacted on December 4, 2015, as part of the FAST Act, a new law provides for the revocation or denial of U.S. passports to individuals with unpaid U.S. federal taxes of more than $50,000,...more
On November 2, 2015, the Bipartisan Budget Act significantly overhauled the audit regime applicable to U.S. and certain non-U.S. investment fund vehicles that are taxed as partnerships for U.S. federal income tax purposes. In...more
Under transitional relief, certain non-U.S. investment funds, including Cayman Islands funds, that qualify as foreign financial institutions (FFIs), have been permitted to certify their status under the U.S. Foreign Account...more
On September 5, 2014, the Office of Chief Counsel, Internal Revenue Service (IRS) released an internal generic legal advice memorandum advising an IRS field agent that the statutorily provided “limited partner” exception to...more
The Department of the Treasury and the Internal Revenue Service (IRS) announced today (available here) that they are delaying the implementation by two years—until January 1, 2016—of final expanded regulations governing the...more