News & Analysis as of

C-Corporation Corporate Taxes

Getting Something for Nothing: IRS Withdraws Proposed “Net Value” Regulations

In June 2005, the Internal Revenue Service (IRS) issued a package of proposed regulations providing that certain corporate liquidations, formations and reorganizations would not qualify for nonrecognition treatment if the...more

Entity Selection Series | Part Three: The Benefits of an S-Corporation

In Part One and Part Two of the Entity Selection Series, we discussed the benefits of a Limited Liability Company and a C-Corporation for organizing a venture business. In this edition, we will discuss the benefits (and...more

S-Corps, Basis & Loss Limitations

by Farrell Fritz, P.C. on

In General- It is a basic principle of federal tax law that a taxpayer cannot, for purposes of determining the taxpayer’s taxable income, claim a loss with respect to an investment in excess of the taxpayer’s unrecovered...more

For High-Income and International Taxpayers: Defensive Tax Planning

The Importance of Defensive Tax Planning - IRS audit criteria target high-income taxpayers, especially those with reported foreign income or foreign financial assets. Targeted high income taxpayers include...more

New Tax Filing Deadlines Affect Unsuspecting LLCs and Partnerships For 2017

Several tax bills passed by Congress late in 2015 changed the deadlines for filing federal income tax returns for partnerships and most limited liability companies, which are treated as partnerships for tax purposes. Other...more

Just When We Thought Measure 97 Was Dead—It May Be Back!

by Garvey Schubert Barer on

As I reported previously, Oregon Measure 97 was overwhelmingly defeated by voters in the state’s general election this past November. It certainly appeared that the voters spoke loudly and clearly on November 8, 2016, when...more

N.Y.’s 2018 Budget Proposal: Tax Proposals To Watch

by Farrell Fritz, P.C. on

Last month, Governor Cuomo presented his budget proposal for NY State’s 2017- 2018 fiscal year. Included in the proposal were a number of tax provisions that should be of interest to closely-held businesses and their owners....more

Tax Planning in Uncertain Times

by McNair Law Firm, P.A. on

There is a long list of reforms that the Trump administration intends to tackle and one of the items on the list is tax reform. Although there are multiple proposals by various players and significant variations among the...more

When Investing In A Partnership May Be A Tax Problem

by Farrell Fritz, P.C. on

A business entity that is treated as a “flow-through” for income tax purposes enjoys the benefit of a single level of tax – the entity itself is typically not subject to tax on its net income; rather, that income “flows...more

Renewed Perils from “Zeroing Out” a Corporation at Year-End

by Dickinson Wright on

Physicians who are involved in the financial management of their practices are all too familiar with the year-end scramble to “zero out” the corporation’s profits. Under this technique, a physician practice that is structured...more

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

by Coblentz Patch Duffy & Bass on

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

Exclusion for Qualified Small Business Stock

by Foley & Lardner LLP on

The Protecting Americans from Tax Hikes Act, passed in December 2015, extended an often overlooked provision of the tax code with the potential to provide significant savings to small business owners and non-corporate...more

The Qualified Subchapter S Subsidiary Election – A Primer and Beyond

by Garvey Schubert Barer on

Mr. Brant’s article offers readers a broad overview of the QSub election and a review of the history surrounding its statutory creation. In addition, it provides a rather in-depth discussion of the QSub qualification...more

Measure 97 (Formerly Known as Initiative Petition 28) Will Be Presented to Oregon Voters on November 8, 2016: What You Need to...

by Garvey Schubert Barer on

C Corporations with Oregon annual revenues greater than $25 million may face a new minimum tax obligation – 2.5 percent of the excess – if Measure 97 passes. If a business falls within this category, there may be ways to...more

Reasonable Compensation Issues Remain On the IRS Radar Part II: S-Corporation Concerns

by Ward and Smith, P.A. on

Our May 26, 2016 article, Reasonable Compensation Issues Remain on the IRS Radar ("Part I"), discussed how the IRS scrutinizes the reasonableness of compensation payments made to C-corporation shareholder-employees. As...more

Treasury Expands Scope of REIT Spin-Off Rules in New Regulations

by Morrison & Foerster LLP on

On June 7, the Treasury Department released temporary regulations (the “Temporary Regulations”) that expand the types of spinoff transactions subject to the rules under Section 337(d)2 requiring gain recognition where either...more

Rethinking Choice of Entity — Section 1202 Stock

by Lane Powell PC on

We tax advisors spend plenty of time assessing whether a particular business is better suited operating as a flowthrough entity or as a tax-paying “C corporation.” Flow-through entities generally include sole...more

"IRS Expands REIT Spin-Off Restrictions, Extends REIT Built-in Gains Period to 10 Years"

On June 7, 2016, the Internal Revenue Service (IRS) and Treasury Department issued new temporary regulations that have dramatic implications for all merger-and-acquisition activity by C corporations and real estate investment...more

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

Do Go Chasing Waterfalls

by Partridge Snow & Hahn LLP on

C corporation taxpayers have their work cut out for them. New rules provide a fifty-two page guide on how to compute Rhode Island apportionment (or the slice of total income Rhode Island is able to tax), and require...more

New Opportunity for 'C' Corporations to Convert to 'S' Corporations Under Recent Tax Law

by Baker Donelson on

Since 1986, when the General Utilities doctrine (permitting corporate liquidations of regular or 'C' corporations to be tax-free to the corporation) was repealed, a barrier existed for 'C' corporations to convert to...more

IRS Suspends Private Rulings on Many REIT Spin Off Conversions

by Goulston & Storrs PC on

The flurry of Opco-Propco REIT conversions has hit a stumbling block this week when the IRS issued a Revenue Procedure announcing a “no rule” policy for a key corporate tax issue for many REIT spin offs. Basically to do a...more

Important Tax Provisions of Extended Highway Trust Fund Act

by Pessin Katz Law, P.A. on

The “Surface Transportation and Veterans Health Care Choice Improvement Act of 2015? (P.L. 114-41, “the Act”) became law on July 31, 2015. Designed as a 3-month extension of the Highway Trust Fund and related measures, the...more

Tax Law Blog: Deadline Days Shuffle for Many Business Tax Returns

by Davis Brown Law Firm on

A highway-funding bill passed by the Senate on July 30, 2015, and signed by President Obama on July 31st, contained certain tax provisions that change the due date of tax returns for many businesses. The bill, H.R. 3236,...more

Locke Lord QuickStudy: Choice of Entity Considerations

by Locke Lord LLP on

Starting a business can be a daunting but rewarding challenge. One of the key decisions at the early stages of a new business is how to structure your business – i.e., what legal entity to form in order to carry on your...more

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