News & Analysis as of

S-Corporation

Tax Planning Strategy Under the New Tax Cuts and Jobs Act

by Foley & Lardner LLP on

Late in 2017, the Tax Cuts and Jobs Act was passed. It will take effect in 2018. The Tax Cuts and Jobs Act eliminated or limited a number of different tax preference items...more

Smith v. Comm’r: Before You Take that Business-Related Tax Loss, Ask “Does My Business Have a Bona Fide Purpose?”

Last fall, the U.S. Tax Court decided the case of Smith v. Comm’r. It’s not a pivotal case, but it stands as a good reminder of the adage “you don’t get something for nothing.” At the heart of the case was a complicated tax...more

Will Tax “Reform” Affect Domestic M&A?

by Farrell Fritz, P.C. on

Perhaps the single most important day in the life of any closely held business is the day on which it is sold. The occasion will often mark the culmination of years of effort on the part of its owners....more

Should I Be A C Corp? Choice Of Entity After Tax Reform

by Cole Schotz on

The recently enacted 2017 Tax Act (originally called the Tax Cuts and Jobs Act – “Tax Reform”) made major changes to the US tax system. Because C corporations (“C corps”) are now taxed at a flat 21% federal income tax rate,...more

Impact of US Tax Reform on Mergers and Acquisitions: New Opportunities and Pitfalls

On December 22, 2017, President Donald Trump signed into law the Tax Cuts and Jobs Act (TCJA), which includes numerous changes that will significantly impact mergers and acquisitions (M&A). Although the TCJA has rightly been...more

An In-Depth Look at the Impact of US Tax Reform on Mergers and Acquisitions

On December 22, 2017, President Donald Trump signed into law the Tax Cuts and Jobs Act (TCJA), which includes numerous changes that will significantly impact mergers and acquisitions (M&A). Although the TCJA has rightly been...more

CPA Shoptalk: 8 Takeaways

On January 10th, 11th and 18th our tax attorneys ?hosted a "CPA Shoptalk" seminar in ?Portland, Vancouver and Bend. Below are ?some key takeaways to consider... 1. Partnership Audit Rules Post-TEFRA - The Balanced...more

Has Your Partnership or LLC Agreement Been Updated to Comply with the New Tax Rules?

The new partnership audit rules substantially change the audit procedures for partnerships (including multi-member LLCs) and may require that you update certain provisions within your partnership or LLC agreement to maintain...more

Tax Reform: Impact on Private Equity and M&A

by Vedder Price on

On December 22, 2017, new tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Act”) was signed into law. The Act represents a major overhaul of the U.S. federal tax system and includes many new provisions,...more

The New 20% Pass-Through Deduction: Can Real Estate Owners Claim It?

by McNair Law Firm, P.A. on

The new 20% deduction for “pass-through” business owners under the Tax Cuts and Jobs Act is raising many questions from owners of real estate-related businesses. Can these owners qualify for this important deduction, and...more

Tax Reform: What Does the Tax Cuts and Jobs Act Mean for the Transportation, Ports and Maritime Industry?

The Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law by President Donald Trump on December 22, 2017. The Act changes many provisions of the Internal Revenue Code, from individual and business provisions, to...more

Tax Reform: What Does the Tax Cuts and Jobs Act Mean for the Real Estate and Construction Industry?

The Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law by President Donald Trump on December 22, 2017. The Act changes many provisions of the Internal Revenue Code, from individual and business provisions, to...more

Tax Reform: What Does the Tax Cuts and Jobs Act Mean for the Technology Industry?

The Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law by President Donald Trump on December 22, 2017. The Act changes many provisions of the Internal Revenue Code, from individual and business provisions, to...more

The Effects of the Tax Cuts and Jobs Act on Real Estate

by Proskauer - Tax Talks on

On Friday December 22, 2017, President Trump signed into law H.R.1, commonly referred to as the Tax Cuts and Jobs Act (TCJA). This is the most sweeping change to the U.S. federal income tax laws in over three decades, and it...more

Changes Abound in New Tax Bill for Multinational Companies

by Williams Mullen on

Perhaps some of the most extensive changes in H.R. 1, known as the Tax Cuts and Jobs Act (the “Act”), deal with the taxation of multinational companies. The taxation of foreign earnings has long been a point of contention...more

New Internal Revenue Code Section 199A: The 20% Deduction for “Pass-Thru” Businesses

by McNair Law Firm, P.A. on

Aside from corporate tax reductions, one of the most important aspects of the new Tax Cuts and Jobs Act beginning this year is the new 20% deduction for “pass-thru” businesses – i.e. businesses that are not corporations. With...more

Tax Reform: What Does the Tax Cuts and Jobs Act Mean for the Agriculture Industry?

The Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law by President Donald Trump on December 22, 2017. The Act changes many provisions of the Internal Revenue Code, from individual and business provisions, to...more

Choosing a Business Entity After the New Tax Act and Other Important Business Tax Changes Under the New Law

by Sherman & Howard L.L.C. on

Part I: General - The Choice of Entity Decision Prior to 2018 - Since the reduction of individual tax rates in the 1980’s, the decision of whether to conduct a business in the form of a C corporation or in the form of a...more

The Impact of Tax Reform on Private Equity and M&A Transactions

by McDermott Will & Emery on

Now that the 2017 tax reform act is law, private equity and M&A professionals must grapple with its sweeping changes and reconcile the new provisions with how they do business. This On the Subject summarizes important...more

The 2017 Tax Act: Other “Pass-Through” Tax Provisions – Part I

by Farrell Fritz, P.C. on

Our last post reviewed the “20% deduction” that may now be available to the owners of certain pass-through entities based upon their qualified business income; as we saw, there are many questions that remain...more

Summary of Tax Cuts and Jobs Act

The Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law by President Donald Trump on December 22, 2017. The Act changes many provisions of the Internal Revenue Code, from individual and business provisions, to...more

U.S. Tax Reform: A Golden Ticket for Partnerships and S Corporations?

by K&L Gates LLP on

On December 22, 2017, the president signed the Tax Cuts and Jobs Act (the “Act”). While the Act will impact many taxpayers, some of the more significant changes relate to how individuals and other non-corporate taxpayers are...more

Revoking S Corp. Status: A Fraudulent Conveyance?

by Farrell Fritz, P.C. on

Worlds Collide? I like to tell my partners that there are Codes (upper case “C”), and there are codes (lower case “c”). The former include the Ten Commandments, the Code of Hammurabi, the Code of Justinian, and the...more

Debtor’s Subchapter S Status Isn’t Property of the Estate

This post examines an interesting intersection between bankruptcy and tax laws: if a corporation terminates its Subchapter S status pre-bankruptcy, can a bankruptcy trustee bring fraudulent transfer claims against the...more

Early New Year’s Resolution: Update Partnership and LLC Agreements to Comply with New IRS Audit Rules

In 2015, Congress repealed the complex and heavily criticized Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) partnership-level audit rules which apply to partnerships and most LLCs. The new audit rules, which...more

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