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Rivkin Radler LLP

When A Shareholder Loses Control of Their S Corporation

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If given their druthers, most transactional corporate attorneys would prefer to spend their day practicing “happy law,” by which they typically mean transactions that involve capital formation, mergers and acquisitions, joint...more

Latham & Watkins LLP

IRS Launches New Large Partnership Audits, Relying on AI and Increased Funding

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The IRS is making good on its promise to step up enforcement on large partnerships that issue more than 100 annual K-1s and have more than $100 million in assets. As noted in this Latham Client Alert, the IRS’s renewed focus...more

Rivkin Radler LLP

New York Can Be Stingy Giving Credit – Resident Tax Credit, That Is

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The Office of the New York State Comptroller just released a new report that examines taxpayer migration trends during the pandemic. The report, which builds on an earlier analysis of pre-pandemic taxpayer migration trends,...more

Ogletree, Deakins, Nash, Smoak & Stewart,...

State Department Testing Digital Visa Authorization to Replace Traditional Visa Foils

The U.S. Department of State recently announced that it is developing the capability to issue digital visa authorizations (DVA) instead of the traditional visas that are printed and placed in applicants’ passports. This...more

Mintz Edge

Considering Converting an LLC into a Corporation? Here are the Section 1202 Issues You Should be Thinking About

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A common question we receive from founders is whether to organize their start-up business as a corporation or as an LLC. While there are many non-tax related factors that need to be considered, this is often (at least in...more

Farrell Fritz, P.C.

When Is It Too Late to Sue for Shareholder Oppression?

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Potential client sits down with business divorce lawyer and says, “I’m a minority shareholder in XYZ Corp. I’ve been completely frozen out by the majority. Can you help me?” The lawyer says, “Absolutely. New York law gives...more

FordHarrison

90 Day Fiancé–A How-To on U.S. Immigration and Life?

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90 Day Fiancé, the flagship television series of the juggernaut franchise on TLC, introduces viewers to a diverse cast of couples, all of whom have one major goal in common: One-half of the couple seeks permission to remain...more

Holland & Hart - The Benefits Dial

B-Side – Dual Status Issues with Partnership LTI

Long term incentive plans offered by an entity that is taxed as a partnership present an additional problem compared to their corporate A-side counterparts. If an employee is given an equity interest in the partnership, the...more

Dentons

90 Day Fiancé – Legal Recap

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Season 9, the latest season of TLC’s 90 Day Fiancé is well underway. In addition to the regular questions as to whether the romantic relationships will survive, there’s also the test of the US immigration system and the...more

Dorsey & Whitney LLP

Delaware Supreme Court Refuses to Apply Corporate Test in Limited Partnership Books and Records Case

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The recent Delaware Supreme Court case of Murfey v. WHC Ventures, LLC serves as a reminder that limited partnerships are contractual in nature and therefore in a books and records demand, legal standards applicable to...more

Stinson - Corporate & Securities Law Blog

Delaware Supreme Court Interprets Books and Records Provision of Limited Partnership Agreement

In Murfey v WHC Ventures, LLC the Delaware Supreme Court interpreted the books and records provisions of three limited partnership agreements.  The plaintiff wanted Schedule K-1s attached to the partnerships’ tax returns. ...more

Foodman CPAs & Advisors

IRS has a Commitment to Service US Taxpayers and Enforce Collections Compliance

According to the Internal Revenue Code, Taxpayers have three obligations: (1) to file timely returns; (2) to file accurate returns; and (3) to pay the required tax voluntarily and timely. ...more

McGlinchey Stafford

CARES Act Updates Tax Act’s Depreciation Period – Act Fast

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Before the enactment of the 2017 Tax Cuts and Jobs Act (TCJA), qualified leasehold improvement property, qualified restaurant property, and qualified retail improvement property had a 15-year recovery period for depreciation...more

Polsinelli

Polsinelli Commentary on the Final Opportunity Zone Regulations

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Treasury issued final Opportunity Zone Regulations on December 19, 2019 (“Final Regulations”).  These Final Regulations update the first two rounds of Proposed Regulations (issued on October 29, 2018 and April 17, 2019)....more

Bracewell LLP

Utilizing REITs for Midstream Assets

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The real estate investment trust (REIT) has been a preferred vehicle for investment in income producing real estate portfolios. The REIT provides investors with many federal income tax benefits associated with C-corporations,...more

Farrell Fritz, P.C.

Top Ten Business Divorce Cases of 2019

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This year’s list offers a good mix of business entities: six involve disputes among LLC members, two involve law firms organized as limited liability partnerships, one involves an accounting firm organized as a professional...more

Kramer Levin Naftalis & Frankel LLP

Qualified Opportunity Fund Investments: Important Deadlines

The Qualified Opportunity Zone (QOZ) tax incentive program provides an opportunity for a taxpayer to defer and potentially eliminate the recognition of capital gains if, within certain 6-month time frames, the taxpayer makes...more

Farrell Fritz, P.C.

Trouble Down on the Farm: The Importance of Using Experienced Counsel When Forming an LLC

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It’s commonly said there are three things that matter with real estate: location, location, location. Likewise, three things matter when choosing a lawyer to set up a limited liability company: experience,...more

Proskauer - Tax Talks

Section 1446(f) Proposed Regulations: Key Guidance on Partnership Interest Transfers by Non-U.S. Persons

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On May 13, 2019, the U.S. Internal Revenue Service (“IRS”) and Treasury Department published proposed regulations providing guidance on the rules imposing withholding and reporting requirements under the Code on dispositions...more

Farrell Fritz, P.C.

The Law Firm “Partner”- A Rose by Any Other Name . . .

Farrell Fritz, P.C. on

One of the great ironies of New York business divorce litigation is that so much of it involves the breakup of law firms. Perhaps it’s because New York is the center of the legal universe and the home state of thousands of...more

Farrell Fritz, P.C.

Is A Schedule K-1 By Itself Enough To Prove LLC Membership?

Farrell Fritz, P.C. on

Let me say up front, I don’t claim to know the answer to the question posed in this post’s title, or pretend there’s a simple yes-or-no answer....more

Mitchell, Williams, Selig, Gates & Woodyard,...

What Practitioners Need to Know about the New Partnership Audit Rules

As you’ve surely heard by now, the Bipartisan Budget Agreement of 2015 (“BBA”) enacted new IRS procedures for partnership audits for tax years beginning on or after January 1, 2018. The new audit rules allow the IRS to...more

Mitchell, Williams, Selig, Gates & Woodyard,...

Tax Reporting for Grantor Trusts

Typically, a trust must file a separate income tax return for each calendar year. However, for most grantor trusts, filing a separate tax return is optional. The general rule and the alternative methods of reporting are...more

Farrell Fritz, P.C.

In Dispute Over Partnership’s Conversion to LLC, Court Finds No Duty to “Spoon-Feed” Sophisticated Investor

Farrell Fritz, P.C. on

Pay attention to your K-1s or they may come back to bite you, is the lesson of Bruder v Hillman, Docket No. A-5055-15T1 [N.J. Super. Ct. App. Div. June 27, 2017], decided last week by a New Jersey appellate panel which...more

Troutman Pepper

Tax Update, Volume 2017, Issue 2

Troutman Pepper on

THE NEW REGULATIONS EXPAND THE FILING REQUIREMENTS FOR FORM 5472 TO INCLUDE DISREGARDED ENTITIES WITH FOREIGN OWNERS WHEN THERE ARE CERTAIN REPORTABLE TRANSACTIONS. If a non-U.S. person (individual or corporation)...more

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