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Shareholders Tax Liability

DLA Piper

What the One Big Beautiful Bill Act’s Tax Provisions Mean for Businesses Operating in Puerto Rico

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President Donald Trump recently signed into law the bill commonly known as the One Big Beautiful Bill Act (OBBBA). On July 4, 2025, the OBBBA made permanent many of the provisions of the Tax Cuts and Jobs Act of 2017 (TCJA)...more

Morgan Lewis

No Gift Tax on Increases in the Value of Shares in the Case of Shareholder-Allocated Contributions

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In a proceeding for suspension of enforcement, the Federal Fiscal Court (BFH) has concluded that also disproportionate contributions into the capital reserve do not constitute a gift tax-relevant increase in the value of...more

Dickinson Wright

Tax Considerations in Analyzing Offers from Practice Groups

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Although in prior articles in this publication, I addressed tax issues faced by physicians and other practice groups, the purpose of this article is to guide physicians and other medical professionals as they compare the...more

Vinson & Elkins LLP

Senate Draft Tax Provisions Impacting REITs and Foreign Investors

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On June 16, 2025, the Senate Finance Committee released its draft tax title for inclusion in the Senate’s version of the budget reconciliation bill, known as the “One Big Beautiful Bill Act” (the “OBBBA”). While the Senate...more

Rivkin Radler LLP

Terminating a Trust? Don’t Forget to Consider This Tax Issue

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Every conveyance of property or of an interest in property from one person to another is prompted, or at least influenced, by economic considerations. The parties to the transaction may swap properties, or one party may...more

McDermott Will & Emery

Economic Ownership of Shares Transferred as Collateral

Dividends from shares are taxable for shareholders, even if the dividends do not remain with them economically. This (not entirely new) finding can be gleaned from a recent Federal Fiscal Court (BFH) ruling in which the...more

Rivkin Radler LLP

State Taxation of a Nonresident’s Gain from the Sale of Stock –The Shot Heard Round the Country?

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Last month, Bloomberg carried an article about a “small but growing trend” of states that are either cutting their individual income taxes or phasing them out entirely. According to the article, the states adopting these...more

Goulston & Storrs PC

Massachusetts Targets Founder’s Share Sale After Move…To New Hampshire

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The Massachusetts Court of Appeals has ruled that, in some situations, a former resident of the Commonwealth can be liable for Massachusetts income tax on the sale of shares in a Massachusetts-headquartered company even after...more

Mayer Brown

Evaluation des titres de sociétés et libéralité entre sociétés liées

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Dans un arrêt du 6 mars 2025, la Cour administrative d'appel de Bordeaux s'est prononcée sur la méthode mathématique d'évaluation de titres de SCI utilisée par l'administration, ainsi que sur la caractérisation d'une...more

Foster Garvey PC

A Journey Through Subchapter S / A Review of The Not So Obvious & The Many Traps That Exist For The Unwary: Part XVI – Changes in...

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Now that the scurrying around and worrying relative to developments impacting the Corporate Transparency Act (“CTA”) that were coming at us with laser speed are on a slow simmer, I can turn my attention back to my multi-part...more

Lippes Mathias LLP

Taxpayer Beware: The Pitfalls of Section 965 Installment Payments

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For the taxable years ending on December 31, 2017, and 2018, Section 965[1] of the Internal Revenue Code required U.S. shareholders (as defined in Section 951(b)) to pay a transition tax on the untaxed foreign earnings of...more

Warner Norcross + Judd

Hot Topics for Private Clients and Family Offices from the 2025 Heckerling Institute on Estate Planning – Part Two

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In our previous blog post on the 2025 Heckerling Institute on Estate Planning, we highlighted the concept of purpose trusts, a conference topic involving unique planning and charitable opportunities. In this second post of...more

DarrowEverett LLP

Unlocking Tax-Free Gains: The Power of QSBS in Mergers & Acquisitions

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Internal Revenue Code (IRC) Section 1202 offers a significant tax incentive for investors in qualified small business stock (QSBS). This provision allows eligible shareholders to exclude up to 100% of capital gains realized...more

IR Global

Accountants Advising on Ownership Structure

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An Accountant based in Atlanta, Georgia provided valuable advice to a new Client who was starting a kitchen design business with a business partner....more

Barnea Jaffa Lande & Co.

Knesset Committee Approves Bill Easing Tax Relief in Restructuring

The Knesset Finance Committee approved a draft bill for second and third readings to ease the conditions for tax relief during corporate restructuring. The bill was first published in the initial draft bill within the tax...more

McCarter & English, LLP

N.J. Appellate Division Affirms Tax Court, Denies Taxpayer’s Statute of Limitations Argument Regarding Responsible Person Tax...

On February 5, 2025, the New Jersey Appellate Division released a decision in the matter of Christopher Gill v. Director (Docket No. A-3116-22), affirming the tax court’s holding that the state is not subject to a separate...more

Rivkin Radler LLP

New York Sales Tax: When a Responsible Person Acts Irresponsibly

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Late last year, the Office of the State Comptroller (the “OSC”) estimated that sales and use tax receipts would increase by 2.3% in the SFY 2024-2025. The OSC also projected that collections from sales and use taxes would...more

Mayer Brown

Réforme du régime des gains de Management Packages par le PLF 2025

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Le projet de loi de finances pour 2025 tel que modifié le 31 janvier 2025 en commission mixte paritaire et adopté via la procédure de l’article 49-3 de la Constitution (le « PLF 2025 ») introduit un régime spécifique aux...more

Foster Garvey PC

A Journey Through Subchapter S / A Review of The Not So Obvious & The Many Traps That Exist For The Unwary: Part XV – Being an...

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In this Part XV of my multi-part series on some of the not-so-obvious aspects of Subchapter S, I explore a potential advantage that the S corporation has over the C corporation. The Patient Protection and Affordable Care...more

Kilpatrick

Estate Planning Ownership Playbook

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The Chicago Bears are a charter member of the National Football League, with ownership maintained by George Halas and later, his daughter, Virginia Halas McCaskey, for over 100 years. Upon Virginia McCaskey’s death last week,...more

Barnea Jaffa Lande & Co.

Phantom Stock: A Strategic Tool for Equity Incentivization

In the contemporary landscape of talent management, organizations face major challenges in recruiting and retaining top-tier professionals. Equity incentive mechanisms have emerged as a sophisticated strategy to cultivate...more

Foster Garvey PC

A Journey Through Subchapter S / A Review of The Not So Obvious & The Many Traps That Exist For The Unwary: Part XIV – An S...

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In this Part XIV of my multi-part series on some of the not-so-obvious aspects of Subchapter S, I explore a narrow aspect of Subchapter S that is often ignored or forgotten. An S corporation is not always a mere extension of...more

Vorys, Sater, Seymour and Pease LLP

The Importance of Actively Monitoring S Corporation Compliance

Many banks have elected to be “S Corporations” for tax purposes. This status can provide significant tax benefits to the bank’s shareholders, but it also comes with several ongoing technical requirements. Failure to satisfy...more

Cadwalader, Wickersham & Taft LLP

Extracting Value

Establishing the timing of a corporate dividend can be an important feature in a number of transactions where value is being extracted from a company.  In the recent case of HMRC v Gould [2024] UKUT 00285 (TCC) (“Gould”), the...more

Gray Reed

Breaking Up Is Not Always Hard To Do—Consider A Tax-Free Corporate Division

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Disagreements happen.  In the corporate context, one or more shareholders may share a different vision for the company than the other shareholders.  Or, there may be acrimony amongst the shareholders for other reasons, as can...more

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