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Proposed Section 752 Regulations Would Prohibit Bottom Guarantees And Impose Net Worth Requirements In UPREIT Transactions

The IRS has recently proposed regulations under Section 752 of the Code which, if finalized in current form, would radically change the use of guarantees in partnership transactions. Under these regulations, bottom guarantees...more

IRS Provides Discharge of Indebtedness Safe Harbor for Debt Secured by Interest in Disregarded Entity Holding Real Property

In general, discharge of indebtedness income is excluded from the gross income of a taxpayer (other than a C corporation) if the indebtedness is qualified real property business indebtedness (QRPBI). To qualify as QRPBI, the...more

New Measures Under California’s Uniform Limited Liability Company Act May Complicate Contracts For Real Estate Companies

On January 1, 2014, The California Revised Uniform Limited Liability Company Act (popularly known as RULLCA; Cal. Corp. Code §§17701.01-17713.13) went into effect. RULLCA, a modified version of the Revised Uniform Limited...more

IRS Issues Long-Promised Guidance Following Historic Boardwalk Decision

To welcome in the new year, the Internal Revenue Service (the “IRS”) issued Rev. Proc. 2014-12, 2014-3 I.R.B. 415, to provide administrative guidance to the federal historic tax credit industry in the aftermath of the Third...more

Fear Alone Won’t Get You An Injunction

With apologies for being absent for a week, ponder this question when you embark on a fight with the officers and directors of the energy company you own a part of: How does your subjective fear of harm factor into your right...more

Brownfield land in the UK: directors’ and officers’ liability

Introduction - In this first in a series of briefings on topics relevant to those involved in brownfield land, we look at the issue of directors’ and officers’ personal liability....more

RETT: Reentry of partner in property owning partnership

Transfer of interests leads to loss of qualification as a former partner within the meaning of Sec. 1 para 2a RETTA. The Federal Financial Court of Germany recently decided that real estate transfer tax (RETT) is due...more

BFH: Grunderwerbsteuer bei Wiedereintritt eines Gesellschafters in die Personengesellschaft

Verlust der (Alt-)Gesellschafterstellung in einer Personengesellschaft i.S.d. § 1 Abs. 2a GrEStG durch zivilrechtlich wirksame Übertragung des Mitgliedschaftsrechts. In einem kürzlich veröffentlichten Urteil (II R 3/11)...more

Revised Rev. Proc. 2014-12 Clarifies New Guidance on Rehabilitation Tax Credits

On January 9, 2014, the Internal Revenue Service (“IRS”) issued a revised version of previously released Rev. Proc. 2014-12, providing a safe harbor for the allocation of IRC Sec. 47 rehabilitation tax credits in tax credit...more

IRS Publishes Safe Harbor for Monetizing Certain Tax Credits

Following Historic Boardwalk Hall LLC v. Commissioner, 694 F.3d 425 (3d Cir. 2012), which rejected a partnership's allocation of rehabilitation tax credits to a purported partner, the Internal Revenue Service (IRS) recently...more

Lease Negotiations – Interview with Jeff Moerdler, Member, Mintz Levin [Video]

Attorney Jeff Moerdler, head of Mintz Levin's Real Estate and Communications practices in New York, discusses the major issues affecting both tenants and landlords in lease negotiations....more

Data Center Networks – Interview with Jeff Moerdler, Member, Mintz Levin [Video]

Attorney Jeff Moerdler, head of Mintz Levin's Real Estate and Communications practices in New York, talks about the factors businesses need to consider when selecting a data network facility. ...more

Clarification of section 601AG of the Corporations Act 2001 (Cth) for claims made policies

On 10 September 2013, in Sciacca v Langshaw Valuations Pty Ltd [2013] NSWSC 1285, the Supreme Court of New South Wales held that, in relation to claims made policies, the threshold test of section 601AG of the Corporations...more

Protecting Your Project From Litigation: Limited Liability Company vs. Partnership

If you have multiple investors/owners, one of the benefits of using a Limited Liability Company (LLC) to own real property rather than using a partnership is that the LLC offers better protection of the real property from...more

Focus on Landlords - Key Landlord Lease Issues

Landlords want to have a protective lease form, but tenants hate a 70+ page “killer” lease. A shorter lease can help a landlord quickly sign tenants, just make sure it covers key points. Here are some to think about. ...more

Co-Tenancy Complexities

Tenants seek co-tenancy rights while landlords are reluctant to grant them. Tenants often rely on a certain tenant mix of national or regional tenants to be a draw for customers to visit the shopping center. But what happens...more

PA Tax Law News -- July 2013

In This Issue: PA Capital Stock/Franchise Tax Phase-Out Deferred; PA Board of Finance and Revenue Reconstituted as Independent Tax Tribunal; Annual PA Property Valuation Appeals Due Soon; Telecom Gross Receipts Tax...more

Professional Tenants - One Lease Does Not Fit All

To provide their clients with more accessibility and convenience, dentists, optometrists, veterinarians and other professionals are gravitating to space in retail settings. Retail landlords typically have only one lease form...more

Maryland Expands Recordation and Transfer Tax Exemption to Include LLC Transactions

Effective July 1, 2013, Maryland’s recordation and transfer tax exemption for transfers of real property between related entities will be available to limited liability companies. The exemption, previously applicable only to...more

What Makes A Lease "Enforceable" - What You Need to Know

Leases are often not given the same attention as other types of contracts with respect to issues of corporate authority and enforceability. Proof of authority is often an issue in the context of leases and related documents....more

New Legislation on RETT Blocker Structures

For some time now legislative bodies have been discussing the implementation of rules according to which the acquisition of “economic” (wirtschaftliche) participating interests of more than 95 % on a consolidated basis in a...more

Anatomy of a Public-Private Partnership

This article explores the anatomy of a public-private partnership in the context of major real estate projects entered into by a governmental body with a real estate developer or owner. The author has been involved in a...more

High Net Worth Family Tax Report, Vol. 8, No. 2 -- May 2013

President’s fiscal year 2014 budget contains numerous tax provisions - President Barack Obama released his proposed budget for the government’s fiscal year 2014 on April 10, 2013, and, not surprisingly, the budget...more

Condominium And Homeowners Bills Enacted By The 2013 Florida Legislature

HB 73- Omnibus Legislation - This bill containing 74 pages is a "stripped down" version of a bill which passed the House last year but failed to obtain Senate approval. It contains a potpourri of changes to the...more

Spotlight on Georgia: Certain Interesting Tax Developments

As in past years, there have been numerous interesting tax-related developments over the last 12 months in the state of Georgia. Just a few of these recent developments are summarized below...more

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