Tax Planning & Consulting

Broadly experienced team

• Direct involvement of experienced professionals in all tax matters
• Certified public accountants and former members of accounting firms
• Former and current adjunct professors at multiple top law schools
• Fellows of American College of Tax Counsel
• Leaders in ABA tax section and state tax sections

We represent taxpayers across a broad range of business sectors

Our tax experience crosses a wide range of industries, including

• Fortune 100 and 500 companies
• Industrial and manufacturing companies
• Commercial, retail, and wholesale companies
• Real estate investment trusts (REITs) and other large property owners
• Service industries
• High-income individuals
• Non-profit organizations

The right blend of tax knowledge, business understanding, and creativity to efficiently structure your transaction

Our attorneys work closely with your in-house tax team (including CFOs, Tax Directors, and Tax VPs) to understand your business, appreciate the tax challenges you face and the solutions you need, and develop creative tax-planning solutions.

Our tax transactions and consulting attorneys are problem solvers, working to achieve your tax goals efficiently and creatively

• Choice of Entity and Structure – selecting the most tax-efficient entity for business or investment; evaluating business operations; reviewing tax planning initiatives, multistate corporate structures and filing profiles, credit facilities and corporate structure; and creating tax efficiency strategies
• Mergers and Acquisitions – counseling buyers, sellers, and private equity funds on the tax aspects of mergers, acquisitions, joint ventures, spin-offs, split-offs and other business combination and divestiture transactions, including cross border and international transactions
• Real Estate Investments – advising REITs, real estate investors, fund managers and developers, on structuring real estate investments and on indirect tax aspects of real estate transactions, including complex like-kind exchange transactions
• Financial Transactions – regularly representing investment banks in connection with securities and commodities transactions, utility ownership and investment, principal investment in portfolio companies and investment partnerships, contractual relations with counterparties, vendors and clients, and broker-dealer operations; investment funds in all stages of planning, formation, and operation; mass market online, mail order and brick-and-mortar retailers in connection with their day-to-day compliance and operations; and prospective recipients of state and local tax and economic development incentives

Following is a selected sampling of matters and is provided for informational purposes only. Past success does not indicate the likelihood of success in any future matter.

• Advised buyers, sellers, and private equity funds on the tax aspects of mergers, acquisitions, joint ventures, spin-offs, split-offs, and other business combination and divestiture transactions
• Represented issuers, underwriters, and placement agents in the tax aspects of all manner of capital market issuances, redemptions, solicitations, and restructurings (including public and private debt, high-yield debt, bonds, common and preferred stock, options, debentures, equity-linked notes, credit-linked notes, convertible and exchangeable instruments, swaps, forward contracts, collars, and various tax-advantage securities)
• Represented public and private REITs, institutional real estate investors, and real estate fund managers and developers
• Advised as to the structuring of real estate investments and on indirect tax aspects of real estate transactions, including complex like-kind exchange transactions
• Reviewed proposed transactions, structuring, negotiation, and documentation of transactions and the oversight of transaction implementation
• Evaluated business operations, review tax-planning initiatives, multistate corporate structures, and filing profiles, credit facilities, and corporate structure and created tax efficiency strategies
• Represented investment banks in connection with securities and commodities transactions, utility ownership, and investment; principal investment in portfolio companies and investment partnerships; contractual relations with counterparties, vendors, and clients, and broker-dealer operations; investment funds in all stages of planning, formation, and operation; mass market online, mail order and brick-and-mortar retailers in connection with their day-to-day compliance and operations; and prospective recipients of state and local tax and economic development