On January 10, 2025, the Treasury Department and the U.S. Internal Revenue Service (the “IRS”) released final regulations (the “regulations”) classifying certain partnership related party basis adjustment transactions and...more
3/5/2025
/ Compliance ,
Income Taxes ,
Internal Revenue Code (IRC) ,
IRS ,
Liquidation ,
Partnerships ,
Penalties ,
Regulatory Agenda ,
REIT ,
Reporting Requirements ,
Tax Liability ,
Tax Planning ,
U.S. Treasury
On December 2, 2024, the U.S. Department of the Treasury (“Treasury”) and the Internal Revenue Service (the “IRS”) published final regulations (the “Final Regulations”) on section 752 regarding the allocation of partnership...more
On January 20, 2025, the White House issued a memorandum (the “Memorandum”), announcing that the “Organization for Economic Co-operation and Development (OECD) Global Tax Deal” (the “Global Tax Deal”) has “no force or effect...more
1/23/2025
/ BEPS ,
Corporate Taxes ,
International Tax Issues ,
IRS ,
OECD ,
Tax Credits ,
Tax Liability ,
Tax Planning ,
Tax Reform ,
Trump Administration ,
U.S. Treasury
On July 12, 2024, the U.S. Department of the Treasury (“Treasury”) and the Internal Revenue Service (“IRS”) issued proposed regulations that would classify “basket contract transactions”, which are derivatives (i) with a term...more
On June 17, 2024, the IRS announced the formation of a dedicated group in the Office of Chief Counsel specifically focused on developing guidance on partnerships, which is expected to work with a new “passthrough working...more
On April 9, 2024, the Department of the Treasury (“Treasury”) and the Internal Revenue Service (the “IRS”) issued two sets of proposed Treasury Regulations related to section 4501, REG-115710-22, which provides guidance on...more
5/21/2024
/ Covered Entities ,
Debt ,
Excise Tax ,
Fair Market Value ,
Foreign Corporations ,
IRS ,
Payment Systems ,
Proposed Regulation ,
Reorganizations ,
Reporting Requirements ,
Special Purpose Acquisition Companies (SPACs) ,
Stock Repurchases ,
Stocks ,
U.S. Treasury
In 2021, the Corporate Transparency Act (the “CTA”) was enacted into U.S. federal law as part of a multi‑national effort to rein in the use of entities to mask illegal activity. The CTA directs the U.S. Department of the...more
12/29/2023
/ Beneficial Owner ,
Corporate Transparency Act ,
FinCEN ,
Foreign Corporations ,
Full-Time Employees ,
Income Taxes ,
Internal Revenue Code (IRC) ,
IRS ,
Limited Liability Company (LLC) ,
Parent Corporation ,
REIT ,
Reporting Requirements ,
U.S. Treasury
On May 2, 2023, the Department of the Treasury and Internal Revenue Service (“IRS”) issued proposed Treasury Regulations (REG-124064-19) that would, in certain cases, terminate the application of Section 367(d) when...more
On December 28, 2022, the Internal Revenue Service (the “IRS”) and the Treasury Department released proposed regulations (the “Proposed Regulations”) under sections 892 and 897 of the Internal Revenue Code (the “Code”). If...more
On June 24, 2020, the Internal Revenue Service (the “IRS”) and the U.S. Department of Treasury (“Treasury”) issued final regulations (the “Final Regulations”) on the application of the “passthrough deduction” under Section...more
6/30/2020
/ Capital Gains ,
Corporate Taxes ,
Foreign Tax Credits ,
IRS ,
Partnerships ,
Pass-Through Entities ,
Proposed Regulation ,
Registered Investment Companies (RICs) ,
REIT ,
Section 199A ,
Tax Cuts and Jobs Act ,
Tax Reform ,
U.S. Treasury
On September 10, 2019, the Internal Revenue Service (“IRS”) and the U.S. Department of the Treasury (the “Treasury”) issued proposed regulations (the “Proposed Regulations”) on calculation of built-in gains and losses under...more
9/23/2019
/ Acquisitions ,
Change of Ownership ,
Corporate Taxes ,
Internal Revenue Code (IRC) ,
IRS ,
Mergers ,
Net Operating Losses ,
Proposed Regulation ,
Safe Harbors ,
Sale of Assets ,
Startups ,
Tax Cuts and Jobs Act ,
U.S. Treasury ,
Venture Capital
On November 26, 2018, the Internal Revenue Service (the “IRS”) and the U.S. Department of the Treasury (the “Treasury”) issued proposed regulations (the “Proposed Regulations”) under section 163(j) of the Internal Revenue...more
12/6/2018
/ Anti-Abuse Rule ,
Business Taxes ,
C-Corporation ,
Controlled Foreign Corporations ,
GILTI tax ,
Income Taxes ,
Internal Revenue Code (IRC) ,
IRS ,
Partnerships ,
PFIC ,
Proposed Regulation ,
REIT ,
REMIC ,
Tax Deductions ,
Tax Planning ,
U.S. Treasury
On December 27, 2016, the Treasury Department (Treasury) and Internal Revenue Service (IRS) released final regulations regarding the determination of ownership of a passive foreign investment company ("PFIC") and regarding...more
1/20/2017
/ Business Ownership ,
C-Corporation ,
Final Rules ,
Foreign Corporations ,
IRS ,
Passive Foreign Investment Company ,
PFIC ,
Reporting Requirements ,
S-Corporation ,
Stocks ,
U.S. Treasury
On October 13, 2016, the Treasury Department and the Internal Revenue Service issued final and temporary regulations under section 385. The final and temporary regulations recharacterize certain debt instruments as equity for...more
10/27/2016
/ Asset Stripping ,
Bifurcation ,
Debt ,
Debt Instruments ,
Disregarded Entities ,
Equity ,
Internal Revenue Code (IRC) ,
Investment Funds ,
IRS ,
Publicly-Traded Companies ,
Section 385 ,
Securities ,
Stocks ,
U.S. Treasury
On July 15, 2016, the U.S. Internal Revenue Service (IRS) and the Department of the Treasury (Treasury) published proposed regulations that would modify the device and active trade or business requirements for tax-free...more
7/29/2016
/ Active Trade or Business Test ,
Device Test ,
Grandfathering Rules ,
Internal Revenue Code (IRC) ,
IRS ,
Proposed Regulation ,
Section 355 ,
Shareholders ,
Spinoffs ,
Tax Avoidance ,
Tax-Free Transfers ,
U.S. Treasury ,
Yahoo!
Some taxpayers have taken the position that an acquiring corporation and a target corporation, when the target corporation is joining the acquiring corporation's consolidated corporate group, can choose between taking certain...more