Practice Areas & Industries: Greenberg Traurig, LLP

 





Group Profile Lawyers in this Group Offices Locations for this Group
 

Practice/Industry Group Overview

To stay competitive in today's global marketplace, international companies must seek out greater efficiency in their tax planning and compliance, including coordinating tax decisions from country to country. For U.S. operations, an environment of increased scrutiny – including passage of more restrictive legislation and a spike in audit activity at every level – is quickly becoming the norm, likewise spurring a need for greater self-evaluation and for more frequent representation in controversies and litigation with tax authorities. Tax-exempt organizations are also feeling the pinch as the IRS continues to focus on enforcement in this sector. GT's multidisciplinary tax team works closely with our clients to address these and other tax planning needs, as well as tax controversies and litigation issues.

Many of our tax attorneys have received top rankings in Chambers & Partners, as well as in Legal 500. Our Florida Tax Team recently received the only Band 1 ranking given by Chambers & Partners USA Guide (2009). We provide our clients with a range of tax services, including tax planning in connection with both domestic and international mergers, acquisitions and joint ventures; transfer pricing; global business structures; capital markets; real estate investment/financing; derivatives and financial instruments; and dispute resolution and litigation. Additionally, we counsel senior management and business owners regarding their personal income, estate, gift and wealth transfer matters.

Mergers & Acquisitions/Corporate Finance Tax

  • Work closely with GT’s corporate & securities attorneys from the outset in structuring and negotiating complex transactions, to ensure tax efficiencies and minimize tax risks for our clients
  • Advise on the tax aspects of structuring public and private mergers, acquisitions, buyouts and joint ventures, as well as de-mergers, spin-offs and other divestitures
  • Structure pre-spin-off and post-merger/acquisition reorganizations and transactions
  • Perform due diligence reviews to uncover tax liabilities and exposures in potential mergers, acquisitions and other transactions
  • Address tax issues involved in cross-border mergers, acquisitions and other transactions
  • Provide tax advice in connection with initial public offerings, secondary offerings and other securities-related transactions

Real Estate Tax

  • Advise U.S. and international clients on the tax implications of their real estate investments
  • Advise on the tax aspects of real estate transactions, from property acquisitions and sales, to 1031 or “like-kind” exchanges, to structuring condo-hotels, club membership programs and other ancillary service programs
  • Advise on the tax-efficient use of special purpose vehicles, such as real estate investment trusts (REITs)
  • Counsel clients regarding securitizations, including real estate mortgage investment conduits (REMICs) and exotic asset securitizations

Multi-State Tax Planning

  • Bring a multi-jurisdictional approach to advising our U.S. clients on tax matters, taking into account how tax laws, incentives and other considerations vary from state to state
  • Advise on a wide range of state tax matters, including corporate and personal income taxes, sales and use taxes, and real property taxes
  • Advise clients on the state and local tax issues involved in their corporate transactions
  • Provide multi-state tax analysis of potential mergers and acquisitions
  • Draw on our national tax practice to provide state and local tax planning and advice to clients throughout the United States

International Taxation

  • Advise U.S. taxpayers on acquiring foreign entities and structuring their foreign operations
  • Counsel clients regarding the establishment of U.S. entities and the acquisition of U.S. corporations, partnerships, and business assets by foreign companies
  • Structure international joint ventures and restructure multinational groups
  • Advise sponsors and managers of U.S. and non-U.S. investment funds regarding both domestic and foreign tax issues
  • Assist with treaty issues, foreign tax credits and withholding taxes
  • Assist in cross-border leasing, licensing and investing

Audits and Litigation And Criminal Tax Defense

  • Advise on a broad range of tax issues, including handling sensitive ("eggshell") audits, counseling on tax compliance and reporting, compromising tax debts, defending reporting positions, resolving employment tax issues and obtaining contested tax refunds
  • Advise on the tax collection process and dealing with sensitive tax issues that arise in business and personal settings and in tax fraud investigations
  • Represent clients during audits, handling administrative appeals in the Appeals Office of the Internal Revenue Service and the appellate level of state and local tax agencies
  • Represent clients before the tax agencies, in administrative hearings and in court
  • Represent clients in tax disputes in all federal and state courts
  • Handle transfer pricing controversies

Capital Markets, Financial Instruments And Derivatives And Project Finance/Leasing

  • Advise on the tax consequences of over-the-counter derivative transactions, including derivatives embedded within other financial products
  • Counsel on and review structured transactions
  • Advise private equity funds, hedge funds and other equity funds on fund formation and other tax issues
  • Advise on tax-efficient use of special purpose vehicles, such as real estate investment trusts (REITs), regulated investment companies (RICs) and offshore special purpose vehicles
  • Counsel clients regarding securitizations, including real estate mortgage investment conduits (REMICs) and exotic asset securitizations
  • Provide tax advice on cross-border financial products and strategies
  • Advise on structured finance, project finance, derivatives and leasing transactions

Customs Duties and Value-Added Tax (VAT)

  • Assist with customs planning in making an effort to maximize cost savings and identify potential claims
  • Assist with international VAT planning in relation to sales structures
  • Provide VAT advice regarding supply of goods and services
  • Advise on compliance with indirect tax obligations and transactions.

Tax-Exempt Organizations

  • Advise on formation of non-profit corporations and charitable trusts
  • Assist with tax exemption applications and private letter ruling requests to the IRS
  • Advise on domestic and international grant-making issues, charitable solicitation and fundraising compliance
  • Structure mergers, acquisitions and joint ventures of non-profits
  • Advise on the creation of complex structures involving both for-profit and not-for-profit entities
  • Represent clients in state and federal audits and appeals on compensation and excess benefit issues
  • Develop planned giving programs
  • Advise on corporate governance and conflict of interest issues
  • Counsel on director and officer liabilities

 

Services Available

 
 
Articles Authored by Lawyers at this office:

Foreign Banks, U.S. Branches, and Equity Swaps
John Kaufmann, December 22, 2015
When foreign banks doing business in the U.S. calculate gain or loss from equity swaps, they would do well to pay attention to common law doctrines of beneficial ownership. This is the case even though these doctrines have recently lost much of their relevance for withholding tax purposes.

New New Guidance Regarding Barrier Options
John Kaufmann, December 15, 2015
In a recently released Chief Counsel Advice Memorandum (the “CCA”), the Internal Revenue Service broadened its scrutiny of so-called “barrier option” transactions, which taxpayers have used to defer recognition of income and to convert ordinary income and short-term capital...

The Trade Date Rule
John Kaufmann, December 15, 2015
The tax law is like, well, death and taxes - you can run from it, but you cannot hide. This time of year, as buy-side funds, insurance companies, and individual investors seek to harvest built-in taxable losses, they need to pay attention to the trade date rule. This is the rule that governs...

Tax Issues for Repo Buyers and Sellers
John Kaufmann, November 09, 2015
Near the beginning of the 1980s cult classic film “Repo Man,” Harry Dean Stanton informs Emilio Estevez that the car which he just drove back to a used-car lot was a repossessed vehicle. Upon hearing the news, Estevez empties his can of beer on the pavement and shouts, “I...

Refund Opportunity for New Yorkers Paying Tax in Two Different States
Scott E. Fink,Barbara T. Kaplan,Marvin A. Kirsner,Glenn Newman,Charles A. Simmons, October 21, 2015
Recently the United States Supreme Court decided Comptroller of the Treasury of Maryland v. Wynne, 135 S. Ct. 1787, 2015, a case involving a Maryland county income tax on residents’ income derived from a “S corporation” doing business outside the State of Maryland. In a 5-to-4...

IRS Proposes Rules for Tax on Gifts From Expatriates
Lawrence H. Heller,Norman H. Lane, September 24, 2015
On Sept.9, 2015, the IRS issued long-awaited guidance on the 2008 legislation relating to gifts to United States persons made by former U.S. citizens and long-term residents who expatriate on or after June 17, 2008, and are classified as “covered expatriates.[1]” The guidance came in...

Tax Treatment of Certain Outbound Transfers
Pallav Raghuvanshi,Mary F. Voce, September 21, 2015
The IRS has recently issued proposed regulations with respect to transfers of “foreign goodwill and going concern value” by U.S. persons to foreign corporations in a non-recognition transaction under Internal Revenue Code (Code) section 367. The IRS cited significant policy concerns...

What Every Fund Manager Wants to Know about the ECI Rules (But is Afraid to Ask)
, September 09, 2015
Short of a tornado or a cataclysmic earthquake obliterating midtown Manhattan or Greenwich, CT, there is little that offshore fund managers fear more than the specter of their funds’ being treated as engaged in a United States trade or business. This fear is well-grounded; the incremental tax...

Tax Hedging Policies for Commodities Companies - How to Avoid an Expensive Foot Fault
John Kaufmann, August 20, 2015
Unless they are in the business of placing bets on the price of oil or gold, commodities companies have to hedge price risk. Miners, drillers, pipeline operators, refiners - while commodity prices may affect their business, these taxpayers are in the business of providing a service, rather than...

California Locally Assessed Property Tax - 2015 Assessment Appeals
Marvin A. Kirsner,Norman H. Lane,Bradley R. Marsh,Charles A. Simmons, August 19, 2015
County Assessors across California believe that the property located in their counties is worth substantially more this year than it was last year. Each Assessor is required to prepare an annual assessment roll consisting of all taxable property in their county. In many counties, roll values...

Tax Hedging Policies for Insurance Companies - How to Avoid an Expensive Foot Fault
John Kaufmann, August 19, 2015
Insurance companies are in the business of assuming risk for a fee. Fire, casualty, medical expenses, catastrophic weather events, interest rate fluctuations, portfolio crashes - all of these may be insured. In order to insulate themselves from the risks that they assume, insurers buy protection at...

IRS Chief Counsel: CA Waiting Time Penalties Are Not Wages
Koray J. Bulut,Bradley R. Marsh, August 18, 2015
For years now, Section 203 of the California Labor Code has required employers to pay a penalty for willful failure to provide a departing employee with their final wages on their last day of employment (or within 72 hours for employee who suddenly quit). The amount of this penalty, often referred...

IRS Proposes Regulations Regarding Disguised Payments for Services from Partnerships
Alejandro Ruiz, August 05, 2015
On July 22, 2015, the Internal Revenue Service (the IRS) and the Treasury Department (Treasury) (i) issued proposed regulations (the proposed regulations) regarding disguised payments for services from partnerships and (ii) announced the upcoming modification of existing guidance on the tax...

Supreme Court Agrees to Hear Interstate Row About Agency Liability for Aggressive Tax Collection Practices
Ed Chansky,Jeremiah Coder,G. Michelle Ferreira,Courtney A. Hopley,Bradley R. Marsh, July 24, 2015
The U.S. Supreme Court granted certiorari of a Nevada Supreme Court decision that imposed tort liability against the California Franchise Tax Board for the agency’s action in conducting a tax audit. The eventual decision by the U.S. Supreme Court will give guidance on the scope of sovereign...

New Guidance Regarding Basket Derivatives
John Kaufmann, July 16, 2015
On July 8, the Internal Revenue Service (the IRS) issued two new pieces of guidance regarding certain derivatives on baskets of assets. One is old wine in new bottles; the other is an expansion of the category of transaction under IRS scrutiny.

U.S. Treasury Releases More Workable Proposed Regulations on ‘Issue Price’ for Municipal Bonds
Linda L. D'Onofrio,Vanessa Albert Lowry, July 03, 2015
On June 24, 2015, the U.S. Department of the Treasury (Treasury) published in the Federal Register new proposed regulations (the New Proposed Regulations) under Section 148 of the Internal Revenue Code of 1986, as amended (the Code) amending the definition of “issue price” (issue price)...

IRS Guidance To Cap Potential FBAR Penalties
Jeremiah Coder,Scott E. Fink,Barbara T. Kaplan, June 17, 2015
On May 13, 2015, the IRS issued guidance which establishes limits to the potential penalties that the IRS will assert for a taxpayer’s failure to file Foreign Bank Account Reports (FBARs). The guidance is designed to promote consistency by the IRS in administering its FBAR compliance program....

California Property Tax Development
Bradley R. Marsh, June 16, 2015
SCA 5, introduced by State Senators Loni Hancock (Oakland) and Holly Mitchell (Los Angeles), proposes a constitutional amendment that would change California’s property tax assessment system.

2015 California State Assessed Property Tax Roll Released
Bradley R. Marsh, June 12, 2015
The California State Board of Equalization (BOE) is responsible for assessing property tax on property owned or used by telephone companies, companies selling or transmitting gas or electricity, and other specified companies operating in California. These companies are often referred to as...

IRS and DOJ To Build New Tax Fraud Cases Using Data Collected in Voluntary Compliance Programs
Jeremiah Coder,Jared E. Dwyer,G. Michelle Ferreira,Scott E. Fink,Courtney A. Hopley, May 29, 2015
On May 8, 2015, the United States Department of Justice announced that it had entered into a “non-prosecution agreement” (NPA) with Swiss bank Vadian Bank AG under the Department of Justice’s (DOJ) Swiss bank program. In its press release announcing the NPA, the DOJ said,...

Final Treasury Regulations Explain Listed
Jeremiah Coder,Barbara T. Kaplan, April 17, 2015
The U.S. Department of the Treasury and the Internal Revenue Service issued final regulations effective March 31, 2015 that clarify what steps must be taken to ensure that a taxpayer’s assessment period closes for tax years in which a listed transaction occurred.

New York Lawmakers Agree on Brownfield Law Extension With Less Drastic Changes to Tax Credits
Robert M. Rosenthal,Steven C. Russo, April 02, 2015
In a departure from his budget proposal, the Legislature negotiated changes with the Governor to extend the tax credits for New York¿s Brownfield Cleanup Program (BCP) with relatively modest changes to BCP eligibility requirements.

Supreme Court Limits Application of Tax Injunction Act for Certain Challenges to State Tax Reporting Regimes
Jeremiah Coder,Marvin A. Kirsner,Bradley R. Marsh, March 19, 2015
A unanimous U.S. Supreme Court held on March 3, 2015, that the Tax Injunction Act (TIA) does not bar challenges to state tax information reporting regimes that are distinctly separate from the assessment or collection of state taxes. The Court’s ruling only applies to whether a federal...

Still On the Hook: How Calif. Taxpayers Often End Up With Ongoing Tax Liability
Jeremiah Coder,G. Michelle Ferreira, March 05, 2015
It is surprising how often a California taxpayer receives a notice from the Franchise Tax Board (FTB) asserting an unpaid tax liability years after the general statute of limitations period has passed. Taxpayers who receive these notices are shocked to learn that seemingly simple oversights have...

IRS Recognition of Taxpayer Rights Encourages Respect and Due Process
Jeremiah Coder,Barbara T. Kaplan, March 04, 2015
In 2014, the Internal Revenue Service (IRS) took a major step forward in formalizing its commitment to taxpayer rights by administratively adopting the Taxpayer Bill of Rights, a list of 10 rights based on specific principles that are modeled on the U.S. Constitution’s Bill of Rights. The...

Vat-MAN RETURNS - Impacts on the Maquiladora Industry Began Jan. 1, 2015
Eugenio Grageda Nunez, March 04, 2015
As of Jan. 1, 2015, a 16 percent value added tax (VAT) will once again affect the temporary imports of goods performed by Maquiladoras, unless a certification is obtained from the Mexican Revenue Service or certain other conditions are fulfilled.

Determining the IRS’s Fair Share: Considering Discounts to Establish the Value of Interests in Artwork for U.S. Transfer Tax Purposes
William E. Keenen, February 25, 2015
Under U.S. law, a tax generally is imposed whenever one individual gratuitously transfers an interest in property to another. This tax is computed on the value of the property interest transferred, whether during one’s life (to which the gift tax applies) or at one’s death (to which the...

Foreign Holders of Mexican Debt Securities Should Hold a Little Longer
Eugenio Grageda Nunez, February 25, 2015
Gains derived from the sale of Mexican public debt instruments listed abroad between two foreign tax residents will soon be exempt from Mexican tax. Currently, for Mexican income tax purposes, any gains derived from the transfer of publicly-traded bonds, securities and other credit instruments are...

IRS Makes Blanket Disallowance of Employment Tax Refund Claims Involving Severance Payments
Jeremiah Coder,Barbara T. Kaplan, February 20, 2015
On the heels of a government-favorable ruling last year by the U.S. Supreme Court, the IRS announced on February 10, 2015 that it intends to disallow completely all pending refund claims submitted by taxpayers involving employment taxes arising in connection with employee severance payments. This...