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Representative Matters |
REPRESENTATIVE MATTERS
Prevailed
in a significant “statutory residence” case before the New York State Division
of Tax Appeals, resulting in the dismissal of a deficiency asserted by the NYS
Department of Taxation and Finance of approximately $48 million (inclusive of
interest). For the text of the
Division of Tax Appeals’ opinion in this matter dated October 15, 2009, click here. For a discussion of the opinion and its
significance, see “New Developments.”
International Tax and Business Planning Matters
General
Advised principals of a large investment fund regarding U.S. and non-U.S. tax issues in connection with their change of residence status and a restructuring of their complex arrangements.
Advised regarding certain complex Subpart F and PFIC issues for U.S. shareholders of substantial non-U.S. companies.
Advised several U.S. resident aliens anticipating a relinquishment of their U.S. residence status regarding the U.S. income, gift and estate tax consequences as well as related structuring and timing issues.
Advised trustees of foreign trusts regarding the restructuring of the trusts to ameliorate the tax consequences of distributions to U.S. beneficiaries.
Acted as special tax counsel to the audit committee of a U.S. publicly traded corporation in connection with an SEC investigation of the corporation’s offshore activities.
Entertainment/Media Industry Matters
Structured, negotiated, documented and advised in connection with many large international concert tours, including the two largest grossing tours of all time.
Advised in connection with the restructuring of a non-U.S. composer’s public performance income arrangements.
Coordinated the U.S. and non-U.S. tax advice regarding several large concert tours, including negotiations with various tax agencies.
Advised various nonresident alien entertainers regarding the negotiation, conclusion and implementation of IRS withholding agreements.
Structured the U.S. production activities of a high-profile non-U.S. producer of films and television projects.
Structured, negotiated and documented the purchase by high-profile individuals of entities owning recordings, compositions and other intellectual properties in a complex series of transactions involving the interplay of U.S. and various European tax rules.
Advised U.S. and non-U.S. composers regarding the creation of a joint venture to hold and exploit a substantial portfolio of music publishing assets, including advice concerning certain tax issues likely to arise in a subsequent public offering. Provided tax and related advice regarding the transfer of a substantial portfolio of publishing assets by non-U.S. persons to a U.S. entity.
Acted as principal in connection with the production of various international concert tours.
Advised a high-profile non-U.S. entertainer regarding endorsement and branding activities.
Private Equity/Hedge Fund Matters
Worked with U.K. counsel to structure the U.K. operations of several U.S.-based fund managers and obtain U.K. tax rulings in connection therewith.
Structured the participation of a non-U.S. person as a principal of a media venture capital fund and its management company.
Negotiated the equity investments of offshore corporations in U.S. real estate funds.
Advised in connection with the structuring of complex arrangements relating to U.S. and non-U.S. hedge funds.
Advised principals of hedge funds in connection with certain complex Subpart F and structuring issues.
Domestic Tax and Business Planning Matters
General
Structured, negotiated, documented and advised in connection with complex arrangements for substantial family investment partnerships.
Represented high net worth family in connection with succession planning and related estate preservation.
Restructured the holdings and management arrangements of a “family office”.
Negotiated and structured employment agreements and equity participations of senior executives across a wide range of industries.
Entertainment/Media Industry Matters
Advised regarding the creation of a joint venture to hold and exploit a substantial portfolio of music publishing assets, including advice concerning certain tax issues likely to arise in a subsequent public offering.
Structured joint ventures between record companies and management of record labels.
Structured, documented and advised in connection with the creation of a start-up recording and media company.
Advised a high-profile U.S. entertainer regarding state tax planning issues, including state residency planning.
Mergers and Acquisitions
Represented a manufacturer in an LBO transaction involving complex partnership and price adjustment issues.
Restructured a media company in an LBO transaction involving complex price adjustment issues
Structured various add-on acquisitions for a privately held media company.
Restructured the international publishing operations of a privately held company.
Structured the sale and later repurchase of a professional service business.
Advised regarding the sale of an S corporation by the estate of the founder and his family, including the resolution of complex tax and business issues among the shareholders.
Structured the sale of a private company involving unusual tax accounting issues.
Private Equity/Hedge Fund Matters
Restructured the management company of a family of equity funds to provide for permanent and nonpermanent management equity.
Structured the management company of a commodities fund involving complex bonus arrangements.
Structured the employment/carried interest of a fund manager involving cumulative benchmarks.
Structured funds involving long-term holdings of credit default swaps.
Structured closed-end hedge funds investing in credit market instruments.
Structured buyouts of private equity management companies from investment banks.
Advised, negotiated and documented complex partnership arrangements for real estate, private equity and hedge funds.
Real Estate Matters
Structured an entity for substantial investments in U.S. realty with a view to public ownership of such entity.
Restructured a real estate management company to accommodate succession planning.
Represented management of a newly created mortgage REIT in connection with structuring the enterprise.
Advised owners of multiple properties in connection with a tax-free exchange for a building to be renovated.
Advised party to a judicial proceeding involving the ownership of real property regarding federal and New York tax issues bearing on the litigation and arising from the settlement of the case.
Tax Controversy Matters
Successfully eliminated significant New York City penalties assessed against a corporation by crafting and asserting a novel statutory interpretation. (The corporation obtained a substantial New York City tax refund in this matter.)
Advised in connection with voluntary disclosure by high-profile clients of past federal and New York tax delinquencies, including the negotiation of closing agreements and the coordination and supervision of the required tax compliance with the clients’ other advisers.
Successfully eliminated substantial New York State tax adjustments proposed by auditors against the partners of a series of large and high-profile hedge funds in a matter involving the deductibility of expenses and the issue of the fund’s status as a trader vs. an investor covering numerous years.
Successfully represented numerous high-profile individuals in connection with New York State and New York City residency audits, in each case resulting in a determination that the individual was not a resident.
Successfully eliminated substantial federal penalties asserted against a high net worth former U.S. resident individual on the basis of the client’s reliance on erroneous advice of a former adviser.
Successfully represented numerous high-profile individuals in connection with New York State source-of-income audits.
Discovered a client’s substantial overpayments of New York City corporate tax, advised in connection with the filing of refund claims and successfully negotiated a favorable resolution of the matter in a New York City conciliation conference.
Acted as expert witness in cases involving tax treaty and non-U.S. tax law issues.
Assisted in the preparation of significant tax refund claims involving non-U.S. tax matters.
Represented, advised in connection with and coordinated the tax advice of various professionals in connection with certain tax and related investigations involving individuals and companies.