PRACTICE AREAS

CORPORATE TRANSPARENCY ACT (CTA)

Beneficial ownership reporting to FinCEN under the Corporate Transparency Act (CTA) is a new requirement with strict, time-sensitive reporting deadlines and significant penalties, both civil and criminal, for non-compliance.

These penalties can be substantial, with fines ranging from civil penalties for failure to file or incorrect filings, to criminal charges for willful violations, which could result in significant fines or imprisonment.

The complexity of the reporting can vary greatly depending on the structure of your business—whether you’re an individual owner of a small company, or part of a more intricate corporate structure involving multiple layers of ownership.

To help you navigate the nuances of CTA compliance, we offer a full range of services. We assist with consulting on your reporting obligations for your beneficial ownership filings to be accurate and timely. Our services include compliance management, monitoring changes in ownership, and ensuring that updates to filings are made promptly.

Additionally, we provide training and education to help you and your team understand your obligations under the CTA, enabling you to maintain ongoing compliance and avoid costly penalties. By staying proactive with CTA compliance, we help your business remains in good standing with regulatory authorities, minimizing the risk of enforcement actions.

TAX CONTROVERSY: PARTNERSHIP TAX AUDITS, OTHER TAX AUDITS, TAX NOTICES, PENALTY ABATEMENT, FOIA, ETC.

If you have received a tax notice from the Internal Revenue Service (IRS) or a state taxing authority, or are currently being audited by the IRS, it's crucial not to ignore it, regardless of whether you are a business or an individual. These matters can quickly escalate if not addressed properly, and having the right support can make a significant difference in the outcome.

We can assist with managing your case and advancing it through the process, whether you're dealing with a complex partnership tax audit or another tax issue. The IRS has been increasingly focused on auditing complex partnerships, making it even more critical to have a tax attorney on your side who understands the details of partnership taxation.

In addition to representing clients in audits, we offer a wide range of services to help businesses and individuals navigate tax disputes and compliance challenges. We assist with negotiating settlements or payment plans with the IRS, filing appeals, and handling tax litigation if necessary.

Our experience helping clients against tax penalties, working through issues related to back taxes, and resolving complex multi-tier partnership tax issues.

As a dual Attorney-CPA, we offer a comprehensive approach to tax issues, with knowledge not only in partnership tax compliance but also in handling the complexities of multi-tier partnership structures.

Furthermore, we provide guidance on tax reporting errors or omissions, assist in responding to IRS inquiries and requests for documentation, and help clients understand their options for reducing penalties. If you're dealing with an IRS audit, whether for a single-year return or a multi-year investigation, having our tax attorney to help you navigate the process is crucial for the best possible outcome.

TAX LITIGATION,

Comprehensive tax litigation services provided by our tax attorney admitted to practice before the U.S. Tax Court, the U.S. District Court for the Middle District (including Employee Retention Credit (ERC) refund claims, trust fund recovery penalties, and tax refund lawsuits), the U.S. Bankruptcy Court for the Middle District (addressing discharge ability of tax debts), and the U.S. Immigration Court. Services include assisting non-resident taxpayers, foreign investors, and immigrant business owners with complex tax matters, compliance issues, and representation in cases where tax disputes intersect with immigration status or international tax obligations.

ENTITY FORMATION & CHECK-THE BOX.

Choosing the right entity and forming your business structure are some of the most important decisions you’ll make when starting a business or converting an existing one. The entity you select will affect your tax liability, legal protection, and long-term financial flexibility.

There are default rules that govern how entities are treated for tax purposes, but in many cases, there are options to elect out of these default rules to better suit your business needs. Making the right elections, and making them on time, is crucial to optimizing your tax situation and ensuring compliance with IRS regulations.

It's imperative to file the appropriate elections within the required deadlines unless you have a reasonable cause to argue otherwise. Missing deadlines for important elections, such as those for entity classification or tax treatment, can result in unnecessary tax liabilities or missed opportunities for beneficial tax treatment. However, even if you miss a deadline, there may still be avenues to seek relief, such as requesting late election relief or applying for a reasonable cause exception.

We can help you navigate the various options available for your business entity, whether you're considering a Limited Liability Company (LLC), S-Corporation, C-Corporation, or partnership structure. We can also assist in ensuring that the correct elections are filed at the right time and advise on potential remedies if you missed the window for timely elections. If you’re unsure of your current entity structure or believe that a different structure could better align with your goals, we can review your options and assist in making the necessary elections or corrections.

Our goal is to help you choose the most advantageous structure for your business while minimizing the risk of costly tax penalties.

FEDERAL & INTERNATIONAL.

Tax law is inherently complex, and navigating both federal and international tax matters requires in-depth knowledge and careful planning. The Internal Revenue Code of 1986 (IRC), found in Title 26 of the United States Code (26 USC), serves as the foundation of federal tax law, covering everything from individual and business tax filings to regulations for international transactions.

International or cross-border taxation is generally divided into outbound and inbound categories. Outbound taxation involves U.S. taxpayers conducting business or making investments outside the U.S., while inbound taxation applies to foreign taxpayers doing business or investing within the U.S.

The challenge often lies in the disconnect between structuring, compliance, and elections, which can lead to unnecessary tax liabilities or missed opportunities. Whether you are a U.S. business expanding abroad or a foreign investor entering the U.S. market, we can assist with managing the tax implications of your international transactions.

Our services include guidance on structuring cross-border investments, complying with reporting requirements such as the Foreign Account Tax Compliance Act (FATCA), addressing transfer pricing issues, helping with tax treaty benefits, handling expatriate tax issues, and assisting with foreign tax credits.

By addressing both compliance and strategy, we help pull together the pieces to minimize risks and optimize tax positions for businesses and individuals involved in international activities.

TAX COMPLIANCE REVIEW.

Our tax compliance services, offered by experienced tax attorneys, are designed to provide the highest level of support and attention to detail.

With experience working alongside the Big Four accounting firms, we understand the complexities involved in large-scale tax compliance and the challenges that come with it.

While many CPA firms, especially those working with billion-dollar businesses, rely on automation or offshore outsourcing to manage their workloads, this approach often sacrifices the quality and precision necessary for handling intricate tax matters. As a result, your tax compliance may not be as thorough as it could be.

If you need a second pair of eyes to review your tax filings, we are here to help. Our in-depth reviews of your compliance work can help identify potential issues.

We don’t compete with CPA firms, but instead, we complement their efforts with our legal expertise, ensuring that your business or individual tax returns meet all necessary requirements.

By incorporating our experience and legal insights into your compliance process, we help mitigate risks, avoid costly mistakes and costly penalties, and maintain the integrity of your filings.

Let us help you stay compliant while providing the high level of precision and legal analysis that automated processes often miss.

LEGAL OPINIONS.

Our tax attorney services include drafting comprehensive legal opinion memos to provide clear, well-reasoned advice on complex tax matters, including emerging issues like the Corporate Alternative Minimum Tax (CAMT). While CAMT may seem intimidating and primarily associated with corporations, it can also impact certain partnership structures or other business entities. You may be overlooking key reporting requirements on your partnership return, assuming that CAMT only applies to corporations. Let us help you navigate these complexities and compliance with this evolving tax law.

In addition to CAMT-related issues, we offer legal opinions and memorandum services on a broad range of tax matters. These can include tax law research and application to your unique facts, advice on international tax obligations, tax treatment of cryptocurrency transactions, analysis of net operating loss carryforwards, or guidance on structuring business transactions to minimize tax liability.

Our memos offer insights based on the latest tax laws and regulations, helping you make informed decisions and avoid potential pitfalls.

COMPLEX TAX COMPUTATIONS & TAX ANALYSIS.

Our tax attorney services are designed to handle even the most complex tax calculations. Whether you’re dealing with the intricacies of foreign tax credits versus foreign-sourced income wage exclusions, preparing exit calculations for mergers or acquisitions, navigating 280E limitations in the cannabis industry, or addressing the complexities of tax treatment for cryptocurrency transactions, we are here to help.

We also assist with matters such as identifying opportunities for net operating loss carryforwards, managing passive activity loss limitations, handling the tax implications of international operations, and structuring tax-efficient business transactions.

We provide thorough tax computations and in-depth analysis to help you explore the best strategies for your specific circumstances. With our assistance, you can clearly understand your options and make informed decisions that align with your financial goals, ensuring compliance and maximizing your tax benefits.

DRAFTING & REVIEW OF LEGAL DOCUMENTS.

We can help with comprehensive legal drafting and review services specifically tailored to address complex tax-related considerations for businesses and individuals. We can assist with structuring agreements and legal documents to minimize tax risks, maintain compliance, and align with your financial and operational goals. Our services include:

Intercompany Agreements: We can help with drafting transfer pricing arrangements, service agreements, and cost-sharing arrangements, ensuring tax compliance and regulatory alignment.
Loan Agreements: We can assist with preparing and reviewing financing documents, addressing legal, financial, and tax implications.
Asset Purchase and Sale Agreements: We can help with structuring agreements to optimize tax outcomes, including allocation of purchase price and tax indemnities.
Operating Agreements: We can assist with creating customized agreements for LLCs and other entities, addressing tax allocations, governance, and compliance with federal and state tax laws.
Partnership Agreements: We can help by addressing key tax considerations such as profit and loss allocation, basis adjustments, and dissolution provisions.
Employment and Independent Contractor Agreements: We can assist with clarifying tax withholding obligations, payroll compliance, and worker classification issues.
Settlement and Release Agreements: We can help with drafting agreements to resolve disputes while considering the tax treatment of settlement payments and related matters.

Whether you need a document drafted or reviewed, we can help address every critical aspect with a tax-focused approach to protect your interests and support your goals.

TAX DEPARTMENT TRANSFORMATION.

Transform and elevate your tax department with the expertise of a tax attorney with extensive professional experience at Big Four firms. Our tax department transformation services focus on integrating cutting-edge technology, including AI-powered solutions and automation tools, to streamline repetitive tasks and enhance efficiency. By leveraging advanced data analytics, we help you unlock actionable insights to improve decision-making and compliance.

Additionally, we design client-centric operational models to help your department align with the needs of your stakeholders.

Whether you're looking to scale operations, modernize processes, or improve accuracy and responsiveness, we are here to assist. Let’s work together to grow your tax department into a future-ready powerhouse.t.