C-Corporation

News & Analysis as of

Summary of IC-DISC Tax Benefits

Interest-Charge Domestic International Sales Corporations (“IC-DISCs”) offer significant potential tax benefits for U.S. companies that export U.S. manufactured products or certain engineering or architectural services with...more

For Love or Charity – A Charitable Bailout Using Charitable Remainder Trusts for the Sale of a C Corporation

I have personally observed in my professional travels that many taxpayers are reluctant charitable donors. However, we you remind a business owner that they only have three choices when it comes to taxes (1) Pay yourself;...more

Spotlight on Tennessee: Letter Ruling Addresses Treatment of a Section 338(h)(10) Election

Tennessee does not expressly conform to most provisions in Subchapter C of the Internal Revenue Code. Instead, Tennessee's federal corporate income tax conformity is determined based on the "starting point" that Tennessee...more

Proposed Regulations Clarify Definition of “Real Property” for Real Estate Investment Trusts

On May 9, 2014, the Internal Revenue Service and U.S. Department of the Treasury issued proposed regulations (the Proposed Regulations) under Section 856 of the Internal Revenue Code (the Code) to clarify the definition of...more

Tax And Business Planning For Farmers To Avoid Higher Taxes And Loss Of Subsidies

The Agricultural Act of 2014 (aka - the 2014 Farm Bill) has been controversial, to say the least. Among its many changes are an $8 billion cut to the “food stamp” program. The Farm Bill also drastically modifies or ends...more

What Is the Best Legal Structure for Your Start-Up?

The questions that invariably come up for all my start-up clients is: Do I have to form a legal entity, if yes, what kind and why? Entrepreneurs have a number of legal structures available when seeking to capitalize on a...more

Choice of Entity Decision Tree: Choice and Acquisition of Entities in Texas

In selecting a form of business entity for an oil patch deal in Texas the organizer or initial owners can consider the following five business entity forms: • Corporation • General Partnership • Limited...more

Congressional Report May Kill BDC Reform Bill

A congressionally mandated budget report may ring the death knell for proposed legislation that would increase the leverage limit for business development companies (BDCs)....more

"Chairman Camp’s Proposals Place REITs in the Crosshairs"

On February 25, House Ways and Means Committee Chairman David Camp (R. Mich.) proposed a dramatic overhaul of the U.S. tax code (the Code). While the “Tax Reform Act of 2014,” (the Proposals) contains a number of previously...more

Tax Litigation Update: Second Circuit Tweaks its Standard of Review in Tax Cases Involving Mixed Questions of Law and Fact;...

On November 14, 2013, the United States Court of Appeals for the Second Circuit clarified the standard of review for mixed questions of law and fact in a case on review from the Tax Court. The case, Diebold Foundation, Inc....more

IRS Limits Losses Sustained by Trusts

Since 1986, Section 469 of the Internal Revenue Code has imposed limitations on the ability of most taxpayers to offset losses from activities in which they do not materially participate against wages and other non-passive...more

Starting a Business? Start the Right Business.

After many years of working for other people, you’ve decided to strike out on your own and start a small business in your home town. You have the financial means and some initial ideas to get things going, but you are unsure...more

Fiduciary Duties In Oil Patch Deals

I. GENERAL. A. Introduction. In selecting a form of business entity for an oil patch deal in Texas the organizer or initial owners can consider the following five business entity forms: • Corporation •...more

State of the Union - Part 2: Retirement with a Capital R

Overview - Since my last article, I have received some hate mail. Well, not quite literally unless I count the note from Mrs. Nowotny asking me why I forgot half of the items on the grocery list. A number of readers...more

Legislative Update: Business Law

I. GENERAL. A. Introduction. In selecting a form of business entity in Texas the organizer or initial owners can consider the following five business entity forms: • Corporation • General...more

Tax Planning for the “New Normal”

Effective January 1, 2013, the American Taxpayer Relief Act of 2012 (“ATRA”) was enacted into law, finally settling years of debate over the fate of the Bush era tax cuts. On the same day, the 3.8% Medicare Tax on net...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

Tax-Efficient Capital Vehicles for Unregulated Utilities: REITs, MLPs and Up-Cs Considered

Over the last several years, a confluence of political and market developments have made capital for renewable energy projects harder to come by, which has affected the ability of unregulated affiliates of public utilities...more

Which Entity Should I Form For My Business Enterprise?

Whether starting a business or operating an existing enterprise, business people should consider the legal form of their business and the need to protect their personal assets from business liabilities, while also considering...more

Options for Issuing Employee Equity in LLCs

Choosing the best type of entity for a company can be a challenge. C corporations are the norm for most emerging growth businesses, particularly those raising money from investors. However, LLCs are becoming more...more

Jaffe Sees 'A Lot' of IPOs in 2013 'Pipeline' [Video]

Mar. 26 (Bloomberg) -- Marc Jaffe, co-chair of the Global Capital Markets Practice Group at Latham & Watkins LLP, talks with Bloomberg Law's Spencer Mazyck about the global outlook for the 2013 IPO market. Jaffe, in this...more

Excluding 100% of Gain From the Sale of Qualified Small Business Stock Acquired in 2013

If you own a small business, it may be easier to raise money in 2013. This is because, among the favorable tax breaks included under the American Taxpayer Relief Act (the “2012 Act”), there is a temporary extension of the...more

Congress Extends 100% Exclusion For Gains From Sales Of Qualified Small Business Stock

As a pleasant surprise to many investors, the recently enacted American Taxpayer Relief Act of 2012 (the “Act”) extends the 100% exclusion for gains from sales of Qualified Small Business Stock (“QSB Stock”) to QSB Stock...more

Fiscal Cliff Legislation Extends Tax Incentive to Invest in Small Businesses

As a result of the recent “fiscal cliff” legislation, otherwise known as the American Taxpayer Relief Act of 2012 (2012 Tax Act), many individual investors are expecting future tax increases, either in the form of higher...more

Built-In Gains Shortened Holding Period Extended By New Tax Bill

Generally, if a corporation converts from a C corporation to a subchapter S corporation, the corporation must hold its appreciated assets for at least 10 years or, otherwise, the corporation must pay taxes (which could be as...more

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