Ledgers and Law: Start With an Ending in Mind When Building a New Business
THE ACCIDENTAL ENTREPRENEUR
Investment Management Update – Exit Strategies
Lawyers on Tap: Tap Tips for Entity Formation and Taxation
Selling a business is one of the most significant events in an entrepreneur’s life. Most of the transaction process will be driven by the market, a buyer’s goals, or industry dynamics outside of the seller’s control. There...more
THE BIG BEAUTIFUL BILL – HOW DOES IT AFFECT TAX TREATMENT FOR PROFESSIONAL SERVICES FIRMS? The One Big Beautiful Bill Act was signed into law on July 4, 2025 following weeks of contentious debate. If your professional...more
It’s not always bad news when cannabis operators interact with the federal government. After all, the federal government largely allows marijuana companies to operate in an overwhelming majority of states without federal...more
A quick review of the cannabis landscape reveals that most of the tax-related activity remains at the state level. At present, most states have decriminalized the use of cannabis products; it remains illegal in only a...more
As corporate attorneys, we come into regular contact with new businesses and have the opportunity to watch as ideas evolve into products, services and creations that better serve society. We also are acutely aware of the...more
Cannabis businesses' wages are ineligible for business income deductions for pass-throughs because they sell controlled substances, according to the U.S. Tax Court. The ruling on Sept. 11, 2025 clarifies that wages disallowed...more
Cannabis businesses, while legal in many states, face many challenges due to federal law. One of the significant challenges is federal effective tax rates that can easily exceed 50%. The high effective tax rates are caused by...more
The One Big Beautiful Bill Act (OBBB) has spurred even more interest among businesses that may qualify for the tax benefits associated with qualified small business stock (QSBS), including businesses that currently are...more
Choosing the right corporate structure is one of the first—and most important—decisions a business owner makes. In a recent conversation, Shawn McClelland and Alexa La Barbiera of Mandelbaum Barrett PC’s Corporate Practice...more
I have feverishly been reporting about provisions of the One Big Beautiful Bill Act and have left my multi-part series on Subchapter S adrift at sea. Accordingly, I want to sneak in one more article in this Subchapter S...more
What Are ESOPs and Why Do They Matter for Cannabis Operators - Employee Stock Ownership Plans (ESOPs) are federally authorized retirement benefit structures designed to hold company stock in a trust on behalf of employees....more
August 2025 Interest Rates for GRATs, Sales to Defective Grantor Trusts, Intra-Family Loans and Split-Interest Charitable Trusts - The August Section 7520 rate for use in estate planning techniques such as CRTs, CLTs,...more
In this fourth installment of my multi-part series on the One Big Beautiful Bill Act (the “Act”), Steve Nofziger and I discuss a provision of the Act that impacts pass-through business entities and their owners, Code Section...more
Owning and operating a restaurant in New York comes with significant financial and legal responsibilities—especially when real estate is part of your investment portfolio. As a restaurant owner, you face unique risks that can...more
What is succession planning for business owners? How does this affect the short and long-term interests of your company and its value? Why should you be concerned about succession planning if you own a business or have a...more
As part of its fiscal 2026 budget legislation (H.B. 352), Maryland enacted a significant change to its elective pass-through entity tax (PTET) regime. Effective for tax years beginning after December 31, 2025, the PTET base...more
A large part of business sucession planning is structuring the transfer of business ownership. While outright transfers can be less complex, transferring ownership in trust can provide practical benefits that are worth...more
An Employee Stock Ownership Plan (“ESOP”) has become a popular tool for succession planning and tax structuring, especially for S corporations. As more business owners look to retire and wish to avoid selling their life’s...more
Employee stock ownership plans (ESOPs) have been used as a business succession strategy by employers across many industries. In the cannabis industry, ESOPs have come and gone and come again as a trendy topic promising to fix...more
On June 16, 2025, the Senate Finance Committee released its draft legislative text (the Senate Proposal) following the prior passage of the One Big Beautiful Bill Act by the House of Representatives (the House Bill). ...more
Business succession planning and estate planning are often linked together, particularly in the case of closely held family businesses. In the case of a shareholder who wishes to pass along their shares of an S corporation as...more
Many closely held businesses operate through entities classified as “S corporations,” an elective federal income tax regime that combines elements of corporate and partnership taxation. Among other reasons, S corporations are...more
Every conveyance of property or of an interest in property from one person to another is prompted, or at least influenced, by economic considerations. The parties to the transaction may swap properties, or one party may...more
Last month, Bloomberg carried an article about a “small but growing trend” of states that are either cutting their individual income taxes or phasing them out entirely. According to the article, the states adopting these...more
Since the finalization of the IRS’s “check-the-box” entity-classification regulations nearly 30 years ago, a state law LLC can elect to be taxed an association taxable as a corporation. During the past month, we have heard...more