Practice Areas

• Bankruptcy & Creditors' Rights
• Commercial Litigation
• Corporate & Banking
• Distressed Assets
• Environmental
• Estate Litigation
• Healthcare
• Labor & Employment
• Land Use & Municipal
• Real Estate
• Tax
• Tax Certiorari
• Trusts & Estates

Event Calendar

Fundamentals of Workplace Investigations

Sep 22, 2010
8:00am - 10:00am

SEQRA

Sep 22, 2010
8:30am - 4:30pm

See Full Calendar >

Tax
Tax considerations are integral to the structure of virtually every business transaction. We help businesses, charities, and individuals with federal, state and local tax planning across a broad spectrum of matters.

We help clients to decide upon the most beneficial legal and tax form in which a new business should be organized. We are experienced in structuring and advising partnerships, limited liability companies, S corporations and C corporations to address both of these objectives.

We advise businesses on tax matters affecting all aspects of their operations, including capital contributions, the admission or removal of a shareholder or partner, distributions, recapitalizations, reorganizations, Qsub elections, single-member LLCs and other restructurings, redemptions, the maintenance of S corporation elections, cancellation of indebtedness, and liquidation and dissolution.

We represent businesses in connection with, and we advise on the structure of, strategic transactions involving either tax-free or taxable sales or acquisitions of stock and assets, including mergers, reverse mergers, spin-offs, and joint ventures.

We consult on the preparation of shareholder and partnership/LLC agreements, the resolution of shareholder disputes, the structure of executive and deferred compensation arrangements (including phantom stock plans and stock options), and the settlement of litigated business matters.

We work with real estate investors on income tax and New York transfer tax matters involving acquisitions (and options to acquire), refinancings, leases, dispositions, and like-kind exchanges of real property or of interests therein. We also advise owners and charities in connection with the bargain sale of real property and with the granting of conservation easements.

We have assisted not-for-profit organizations, such as private foundations and public charities, in all stages and aspects of their operations, including the creation of not-for-profit organizations and the filing of their exemption applications. We have also represented not-for-profits in corporate restructurings, mergers, joint ventures, executive compensation matters and dissolutions. In addition, we have counseled not-for-profits (and have defended them in audits) on issues related to excise taxes and to the maintenance of their not-for-profit status, including private inurement, self-dealing, taxable expenditures, jeopardy investments and excess benefit transactions.

We advise individual clients in connection with planning for the disposition of their business and investment assets for estate and gift planning (and business succession) purposes, including recapitalizations, grantor trusts, GRATs, QPRTs, charitable remainder trusts, sales to defective trusts, and family limited partnerships/LLCs. We also represent clients in estate and gift tax audits.

We represent clients in all levels of tax controversy work, including IRS and New York audits, IRS Appeals and New York Conciliation Conferences, U.S. Tax Court and New York Division of Tax Appeals.. We also secure rulings from the Internal Revenue Service on a variety of tax matters on behalf of clients.

Employee Benefit Plans

The firm's tax practice encompasses all aspects of ERISA and employee benefits, including the establishment and operation of qualified plans, pensions, health and welfare benefits and related tax issues, including their continued qualification, compliance obligations, and IRS and New York audits of such plans.