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Shareholders State Taxes

Rivkin Radler LLP

State Taxation of a Nonresident’s Gain from the Sale of Stock –The Shot Heard Round the Country?

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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

Goulston & Storrs PC

Massachusetts Targets Founder’s Share Sale After Move…To New Hampshire

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The Massachusetts Court of Appeals has ruled that, in some situations, a former resident of the Commonwealth can be liable for Massachusetts income tax on the sale of shares in a Massachusetts-headquartered company even after...more

McCarter & English, LLP

N.J. Appellate Division Affirms Tax Court, Denies Taxpayer’s Statute of Limitations Argument Regarding Responsible Person Tax...

On February 5, 2025, the New Jersey Appellate Division released a decision in the matter of Christopher Gill v. Director (Docket No. A-3116-22), affirming the tax court’s holding that the state is not subject to a separate...more

Rivkin Radler LLP

New York Sales Tax: When a Responsible Person Acts Irresponsibly

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Late last year, the Office of the State Comptroller (the “OSC”) estimated that sales and use tax receipts would increase by 2.3% in the SFY 2024-2025. The OSC also projected that collections from sales and use taxes would...more

Allen Matkins

Several More Companies Propose Move From Delaware To Nevada

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As 2024 closed and 2025 began, four additional publicly traded companies proposed reincorporating from Delaware into the "sweet promised land"* of Nevada.  These companies include...more

Blank Rome LLP

New York Appellate Court Rules in Favor of S Corporation Shareholder Entitlement to New York QEZE Tax Credits

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In a pair of decisions, a New York State appellate court has annulled decisions of the New York State Tax Appeals Tribunal that reduced certain tax credits available to the individual shareholders of their S corporation....more

Rivkin Radler LLP

Pre-Consolidation Conversions in the Accounting World – Tax Considerations

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Another Change- Last week BDO confirmed that it was going to convert from an entity organized as a limited liability partnership under state law to one organized as a corporation. With that, BDO became the latest in a...more

Rivkin Radler LLP

Some Observations On Recent Conversions of Partnerships to “C” Corporations

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Decisions- It is often the case that the optimal form of legal entity through which a business should operate, at least for income tax purposes, will depend in part upon the stage of its life cycle in which the business...more

WilmerHale

State Taxation of Qualified Small Business Stock: Federal Tax Exclusion Not Always Replicated at State Level

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In the event of an M&A transaction, many stockholders plan to take advantage of the exclusion from federal taxable income of gain realized from the sale or exchange of “qualified small business stock” (QSB stock). Section...more

Venable LLP

Seller Beware - Court Rules That California Can Tax Gain from the Sale of Goodwill

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A California state appellate court recently upheld the trial court's decision in The 2009 Metropoulos Family Trust v. Franchise Tax Board that nonresident shareholders of an S corporation source gain on the S corporation's...more

Rivkin Radler LLP

New York Budget Deal Includes SALT Cap Workaround

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The New York state budget deal announced yesterday includes a workaround of the temporary federal limit on state and local tax deductions (the SALT cap). The provision was part of Gov. Cuomo’s initial budget proposal in...more

Farrell Fritz, P.C.

An S Corporation In New York City: Eschew Obfuscation – Or Not

Farrell Fritz, P.C. on

NYC: A “Helluva” Town, for S corps- Of late, I’ve received a surprising number of inquiries regarding the taxation of S corporations doing business in New York City (“NYC”). As many of you know, NYC does not recognize...more

Farrell Fritz, P.C.

States’ Rights, State Taxation, And . . . New York “S” Elections?

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How Did We Get Here? On September 9, 1776, Congress officially adopted “United States” of America as the name of our then-newly-born nation. The former British colonies had previously referred to themselves as the “United...more

Farrell Fritz, P.C.

Trust Fund Tax: Responsible = Liable (?)

Farrell Fritz, P.C. on

Some shareholders are content with being wholly passive investors in a corporation. Others desire some degree of participation in the day-to-day management of the corporation’s business. Still others are willing to abstain...more

A&O Shearman

House Passes Tax Cuts and Jobs Act: How the Senate Proposal Compares

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On November 2, 2017, the House Ways and Means Committee (the “House Committee”) released its plan for comprehensive tax reform: the “Tax Cuts and Jobs Act of 2017” (H.R. 1) (the “House Bill”). Following a week of hearings,...more

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