Navigating Contractor vs. Employee Classification
Insider Transaction Traps for the Unwary
Multijurisdictional Employers, Part 1: Independent Contractors vs. Employees
The Presumption of Innocence Podcast: Episode 60 - Enforcement Priorities of the Second Trump Administration: Employee Retention Tax Credit
REFRESH Steps for Launching a New Charitable Corporation
The Presumption of Innocence Podcast: Episode 58 - Enforcement Priorities of the Second Trump Administration: IRS Investigations
Are Overtime Wages and Tips Exempt From Income Tax? What Employers Need to Know to Prepare
Nonprofit Basics: IRS 10-Course Charity Workshop
Nonprofit Basics: Unrelated Business Income Tax: Debt Financed Income - Part 3
The Demystification of Employee Retention Credits for Private Equity Deals — PE Pathways Podcast
Nonprofit Basics: Unrelated Business Income Tax: Modifications and Exceptions - Part 2
Navigating the Inflation Reduction Act: Insights on Brownfield Energy Community Credits - Energy Law Insights
4 Key Takeaways | Analyzing the Top Income Tax Cases in 2024
REFRESH Nonprofit Basics: Year-End Thoughts and New Year To-Do List
What's the Best Transaction Structure for My Sale?
Year-End and Trending Tax Considerations for Health Care Practices
Nonprofit Basics: International Grantmaking – Part 2 Income Tax Withholding Rules
PODCAST: Williams Mullen's Benefits Companion - Tax Relief and Possible Retirement Plan Resources for Hurricane Victims
The Presumption of Innocence Podcast: Episode 44 - A Recipe for Litigation: The Simmering Conflict Surrounding ERC Claims
REFRESH Nonprofit Basics: Navigating the Complex Rules That Describe a Public Charity
A common structure for equity REITs, the UPREIT model allows a REIT to hold and operate its assets through a single operating partnership. This structure provides tax advantages and liquidity opportunities for property...more
On February 21, 2024, Senate Finance Committee Chairman Ron Wyden released a report on the findings from a self-styled “democratic staff investigation” into the use of private placement life insurance (PPLI) by...more
If you own your principal residence, you may be able to benefit from its build-up in equity, realize current tax breaks and pocket a sizeable tax-exempt gain when you sell it. What’s more, from an estate planning perspective,...more
What Was Intended? Transactions between commonly controlled, closely held businesses are often conducted in an informal manner. This is unfortunate because, in the absence of documentation, it is sometimes difficult to...more
When is a loan not a loan? When it’s something else – for example, equity. This is one of those pesky facts and circumstances issues that plague courts, taxpayers, and tax advisers to no end. Debt- On one end of the...more
Withdrawing Value- In general, the owners of a closely held business have several options by which they may withdraw money from the business without selling their interest in the business....more
“Would I ever leave this company? Look, I’m all about loyalty. In fact, I feel like part of what I’m being paid for here is my loyalty. But if there were somewhere else that valued loyalty more highly, I’m going wherever they...more
On December 30, 2021, the Treasury Department and IRS issued final regulations to address the taxability of modifications that replace LIBOR or another interbank offered rate (an IBOR) with a qualified rate like SOFR....more
Not Selling Your Business This Year? Beginning shortly before the House Ways and Means Committee released its version of the President’s Build Back Better plan, several posts on this blog have explored the uptick in M&A...more
Interested in granting or receiving profits interests but confused by its features? NGE attorneys Patricia Cain and Josh Klein walk you through the compensation, tax, and corporate elements to consider as you navigate this...more
Equity compensation – which links the self-interests of a company’s service providers with the interests of the company and its investors – is a compelling incentive for start-up companies to attract and motivate employees...more
In the early 1990s, several MLPs converted into REITs to take advantage of better capital formation opportunities, but the REIT structure was not suitable for many midstream assets. Recent IRS guidance suggests this historic...more
On Nov. 4, 2019, the Department of the Treasury (Treasury) and the Internal Revenue Service (the Service) published final debt-equity regulations (the Final Regulations) and an advance notice of proposed rulemaking (the...more
In a recently released private letter ruling (Private Letter Ruling 201847001, or the “Ruling”), the IRS approved the use of a “floating equity” allocation method for exempt facility bonds issued to finance renovations to an...more
It is often difficult to determine the proper tax treatment for the transfer of funds among related companies, especially when they are closely held, in which case obedience to corporate formalities may be found wanting. ...more
In Technical Advice Memorandum 2017-29-020 (July 21, 2017) (the “TAM”), the IRS denied claims by two tax equity investors (the “Investors” or each an “Investor”) for renewable energy tax credits on grounds that the...more
Section 385 Proposed Regulations — Impact on Related-Party Financing - Section 385 has been in the Internal Revenue Code since 1969. It was enacted to provide guidance for whether to classify an interest in a corporation...more
Qualified Equity - Allocation & Accounting Rules for Private Business Use - New Treasury Regulations regarding measurement and allocation of private business use (PBU) benefit universities that finance a...more
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
Determining the difference between debt and equity is a problem that has bedeviled taxpayers and tax administrators for decades. Taxpayers, recognizing that there are tax advantages to financing a corporation with debt (e.g.,...more
On April 4, 2016, the IRS and Treasury issued proposed regulations under Section 385 (the “Proposed Regulations“). The Proposed Regulations, which were thought to have been a response to post-inversion earnings stripping...more
On April 4, 2016, Treasury and the IRS proposed sweeping regulations under § 385 of the Code. Issued the same day as the anti-inversion temporary regulations, the proposed § 385 rules would go much farther than merely...more
Earlier this month, the IRS and Treasury Department proposed new Treasury regulations (the “Proposed Regulations”) under Section 385 of the Internal Revenue Code. The Proposed Regulations would significantly modify the tax...more