Tax - Farrell Fritz

Tax considerations are integral to the structure of virtually every business transaction. The Farrell Fritz team of tax attorneys provides comprehensive tax guidance to businesses, charities, and individuals with federal, state, and local tax planning needs. We work diligently with clients to create an optimal strategy for their businesses and families.

In addition to tax planning and strategy, our tax attorneys represent clients in complex tax controversy matters. This includes handling matters related to IRS and New York audits, IRS Appeals and New York Conciliation Conferences, United States Tax Court, and the New York State Division of Tax Appeals. Our team also has a strong history of securing favorable rulings from the Internal Revenue Service on behalf of clients.

Business Organization and Operations

We handle all legal and tax issues inherent to how businesses are organized and operate. We help clients with:

Selecting the most beneficial legal and tax form in which to organize a new business. We are experienced in structuring and advising partnerships, limited liability companies, S corporations and C corporations to address all business objectives.
All aspects of business operations, including capital contributions, the admission or removal of a shareholder or partner, distributions, redemptions, recapitalizations, reorganizations and other restructurings, S corporation issues, cancellation or restructuring of indebtedness, and liquidation and dissolution.
Structuring strategic transactions involving tax-free, taxable sales, or acquisitions of stock and assets, including mergers, reverse mergers, spin-offs, and joint ventures.
Preparing shareholder and partnership/LLC agreements, resolving shareholder disputes, structuring executive and deferred compensation arrangements (including phantom stock plans and stock options) and settling litigated business matters.

Estate and Gift Planning

We advise individual clients who are selling businesses and investing assets for estate and gift planning (and business succession) purposes, including recapitalizations, grantor trusts, GRATs, QPRTs, charitable remainder trusts, sales to intentionally defective trusts and family limited partnerships/LLCs. We also represent clients in estate and gift tax audits.

Not-for-Profit Creation and Operation

Private foundations and public charities alike trust Farrell Fritz attorneys to guide all stages and aspects of their operations. Our advice spans creating not-for-profit organizations and filing exemption applications. We also represent not-for-profits in corporate restructurings, mergers, joint ventures, executive compensation matters, and dissolutions. In addition, our tax attorneys counsel not-for-profits (and defend them in IRS audits) on issues related to excise taxes and maintaining not-for-profit status, including private inurement, self-dealing, taxable expenditures, jeopardy investments, and excess benefit transactions.

Real Estate

We work with real estate investors on income tax and New York transfer tax matters involving acquisitions, refinancing, leases, dispositions and like-kind exchanges of real property. We also advise property owners and charities with the bargain sale of real property and granting conservation easements.