Expertise

Tax Sensitive Transactions & Enterprises

For start-ups, small and mid-size organizations, owners and employees, and managers and directors in a range of industries such as consulting, high tech, investment, cannabis, professional services, and non-profit:

• Assist founders in understanding the tax impacts of the choice of entity decision – C corp, S corp, Partnership, LLC, IC-DISC
• Form tax-sensitive entities – LLCs, Partnerships and Tax-Exempt Organizations
• Obtain special tax status – S corp, IC-DISC, 501(c)(3), 501(c)(4) and 501(c)(6)
• Draft and tax review of LLC Agreements and Partnership Agreements for operating businesses, joint ventures, real estate holding companies, and investment vehicles
• Draft and tax review of executive compensation arrangements for domestic and international businesses with U.S. employees – employment agreements, independent contractor agreements, equity compensation plans (ISOs, NSOs, SARs and Restricted Stock) and U.S. sub-plans, deferred compensation plans, bonus plans, change in control plans, stock option plans and grant agreements, restricted stock, profits interests, equity appreciation plans, phantom equity, severance agreements, including compliance with Sections 83, 409A and 280G of the Internal Revenue Code
• Tax structuring and tax review for:
  • Day-to-day business transactions
  • Inbound transactions of foreign businesses
  • Financings, including qualifying for Code Section 1202 qualified small business stock treatment
  • Mergers and acquisitions and reorganizations – taxable and tax-free recapitalizations, stock purchase agreements, asset purchase agreements, merger agreements, including Code Section 280G and FIRPTA compliance
  • Business succession
• Dissolution of non-profit organizations