On March 12, 2025, the Securities and Exchange Commission (“SEC”) issued a significant no-action letter clarifying the use of high minimum investment amounts as a method for verifying accredited investor status under Rule...more
3/17/2025
/ Capital Markets ,
Capital Raising ,
Compliance ,
Disclosure Requirements ,
Investment ,
Investors ,
JOBS Act ,
No-Action Letters ,
Private Equity ,
Private Funds ,
Private Offerings ,
Regulation D ,
Rule 506(c) ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Verification Requirements
The nationwide injunction against enforcement of the Corporate Transparency Act (“CTA”) and its beneficial ownership information (“BOI”) reporting rule under 31 CFR 1010.380 (the “Rule”) has been stayed pending appeal, and...more
12/24/2024
/ Appeals ,
Beneficial Owner ,
Business Entities ,
Business Ownership ,
Corporate Transparency Act ,
Disclosure Requirements ,
Filing Deadlines ,
Filing Requirements ,
FinCEN ,
Injunctions ,
Preliminary Injunctions ,
Reporting Requirements ,
Smaller Reporting Companies ,
Stays ,
Time Extensions
On December 3, 2024, the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction temporarily blocking enforcement of the Corporate Transparency Act (CTA) and its reporting rule...more
12/4/2024
/ Administrative Exemption ,
Administrative Procedure Act ,
Beneficial Owner ,
Constitutional Challenges ,
Corporate Counsel ,
Corporate Transparency Act ,
Disclosure Requirements ,
Enforcement Actions ,
FinCEN ,
Motion To Enjoin ,
Popular ,
Preliminary Injunctions ,
Reporting Requirements ,
Small Business ,
Smaller Reporting Companies
With the looming elections, tax planners have taken time to consider what the future of Estate and Gift Tax planning might be under the new Congress. Every new Congress considers changes to the Internal Revenue Code of 1986,...more
11/4/2024
/ Beneficiaries ,
Closely Held Businesses ,
Donald Trump ,
Estate Planning ,
Estate Tax ,
Estate-Tax Exemption ,
Fair Market Value ,
Family Limited Partnerships ,
Gift Tax ,
Gift-Tax Exemption ,
Green Book ,
Heirs ,
Internal Revenue Code (IRC) ,
IRS ,
Kamala Harris ,
Legislative Agendas ,
Proposed Rules ,
Regulatory Agenda ,
Tax Cuts and Jobs Act ,
Tax Planning ,
Transfer of Assets ,
Treasury Regulations ,
Valuation ,
Wealth Management
All U.S. closely held businesses just received a warning from the highest court in the land that they should review their succession plans (or else risk a higher tax bill for the estates of their owners). On June 6, 2024, the...more
6/17/2024
/ Business Ownership ,
Business Succession ,
Buy-Sell Agreements ,
Closely Held Businesses ,
Connelly v United States ,
Estate Planning ,
Estate Tax ,
Fair Market Value ,
IRS ,
Life Insurance ,
Redemption Agreement ,
SCOTUS ,
Shareholders ,
Small Business ,
Survivorship
Before forming any entity, founders need to make two fundamental decisions: which entity type is best for their business operations and which tax classification is best for the owners. Although the entity type and tax...more
6/12/2024
/ Business Entities ,
Business Formation ,
Business Operations ,
Business Ownership ,
Business Taxes ,
Classification ,
Corporate Entities ,
Corporate Taxes ,
Filing Requirements ,
Incorporation ,
Regulatory Requirements
On May 16, 2024, the Department of the Treasury and the IRS announced the release of Notice 2024-41, which clarifies the safe harbor for classification of project components created in Notice 2023-38 and provides a new safe...more
5/22/2024
/ Buy America ,
Clean Energy ,
Energy Projects ,
Energy Tax Incentives ,
Inflation Reduction Act (IRA) ,
Investment ,
Investors ,
IRS ,
Lenders ,
New Guidance ,
Safe Harbors ,
Tax Credits ,
Technology ,
U.S. Treasury ,
Wind Power
With housing availability at record lows in many communities across the U.S., including gateway cities such as New York, and commercial office space still not fully recovered from the COVID-19 pandemic, the federal government...more
12/20/2023
/ Biden Administration ,
Community Development Block Grants ,
Construction Project ,
Federal Funding ,
Federal Loans ,
Grants ,
Housing Developers ,
Incentives ,
Investment ,
Investors ,
Loans ,
Real Estate Development ,
State and Local Government ,
Strategic Planning ,
TIFIA ,
Urban Planning & Development
With interest rates nearly the highest they’ve been in decades, but property prices still high, sellers and buyers are looking for ways to finance real estate transactions while also availing themselves of IRC § 1031’s...more
11/28/2023
/ Buyers ,
Capital Gains Tax ,
Financing ,
Internal Revenue Code (IRC) ,
Investment Fund Vehicles ,
Investors ,
IRS ,
Lenders ,
Lien Notes ,
Noteholders ,
Real Estate Market ,
Real Estate Transactions ,
Section 1031 Exchange ,
Sellers ,
Statutory Trusts ,
Trustees
The Internal Revenue Service (“IRS”) recently granted employers a means to avoid interest and penalties on inappropriately taken Employee Retention Tax Credit (“ERC”) claims. This surely will come as a relief to taxpayers who...more
11/7/2023
/ Business Taxes ,
Eligibility ,
Employee Retention ,
Employer Liability Issues ,
Enforcement ,
Fraud ,
Income Taxes ,
IRS ,
Tax Audits ,
Tax Credits ,
Tax Preparers ,
Tax Reform ,
Tax Relief ,
Tax Returns
When considering an estate plan, clients who own firearms should remember that very often, their firearms require special consideration and planning, particularly given the intricacies of federal, state, and local gun laws...more
10/18/2023
/ Beneficiaries ,
Estate Planning ,
Firearms ,
Gun Laws ,
Inheritance ,
NRA ,
Personal Property ,
Regulatory Requirements ,
Strategic Planning ,
Transfer of Assets ,
Trustees ,
Trusts
The Internal Revenue Service (“IRS”) has recently devoted great attention to detecting, investigating, and prosecuting fraud, particularly as it relates to the Employee Retention Tax Credit (“ERC”) post-COVID. On a webinar...more
8/8/2023
/ Business Tax Credits ,
Business Taxes ,
CARES Act ,
Coronavirus/COVID-19 ,
Criminal Investigations ,
Employee Retention ,
Employer Liability Issues ,
Enforcement Actions ,
Fraud and Abuse ,
Internal Revenue Code (IRC) ,
Investigations ,
IRS ,
Payroll Taxes ,
Popular ,
Relief Measures ,
Tax Credits ,
Tax Fraud ,
Tax Relief ,
Tax Returns ,
Tax Scams ,
Wages