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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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