Business Tax Attorneys

Organized private equity funds for local venture capital management teams
On behalf of a global pharmaceutical company, secured a Pennsylvania state tax refund after convincing the Board of Finance & Revenue that a tax assessment against the company violated the U.S. Constitution.
Assisted a corporation facing a potential $25 million Pennsylvania tax assessment — and persuaded the Department of Revenue not to issue the assessment.
Assisted a health care client in structuring a significant medical equipment financing transaction to enable a group of limited partners to maximize their depreciation deductions relating to that medical equipment.
Drafted sale and loan agreements on behalf of art collectors.
Assisted in the preparation of annual information returns and estate and gift tax returns.
Represented a number of executives who have been assessed taxes as a result of an IRS audit of their deferred compensation plans.
Drafted wills, trusts (including credit shelter, pour over, disclaimer, generation skipping transfer (GST), qualified terminable interest property (QTIP), qualified domestic (QDOT), charitable remainder trusts (CRT), charitable lead trusts (CLT), qualified personal residence (QPRT), grantor retained annuity trusts (GRAT) and life insurance), power of attorneys, Crummey notices, health care proxies and directives and living wills for U.S. and foreign high net-worth clients.
On behalf of two health care institutions, obtained waivers from the Internal Revenue Service, which permitted our clients to defer retirement plan pension contributions, providing multimillion-dollar cash flow relief.
Structured the fractional ownership of a private aircraft to meet FAA, Pennsylvania sales tax and federal tax compliance.
Assisted a Fortune 500 energy company in a business combination and eventual initial public offering for a corporation which became listed on the New York Stock Exchange.
Implemented incentive compensation programs for entrepreneurial start-up companies doing business in partnership and limited liability company forms.
Defended a foreign trust administered in Guernsey, Channel Islands, against a proposed 35 percent IRS penalty for the late filing of a form.
Represented a large manufacturer of household products in a complex sales tax assessment matter that reduced its state sales tax burden by 86 percent.
Expanded our representation of Foundation Coal to include significant employee benefits matters such as ERISA compliance, drafting retirement and health plan documents and handling the regulatory changes of nonqualified deferred compensation arrangements.
For Equitable Resources, Inc., obtained a significant reduction in tax asserted to be due by the IRS for Equitable's three-year audit cycle. In a case that involved four complex corporate income tax issues, we used the IRS Fast Track Appeals program to bring a quick conclusion to the matters.
Structured the U.S. operations of a European-based fabric manufacturer and distributor to minimize U.S., Swiss and French taxes.
Assisted Healthy Companies International, Inc., a privately held company in Virginia, in structuring employment agreements that included exit strategies for redemption of outstanding stock options that would be replaced with warrants over a limited period following termination of employment.
Administered public charities, private foundations, limited liability partnerships, limited liability companies (LLCs), including low profit limited liability companies (L3Cs), and closely-held corporations, including drafting resolutions and amendments and advising on compliance and governance issues.
Obtained a favorable ruling from the IRS for a client that addressed significant cutbacks in retirement benefits and potential penalties so high that two prospective buyers of the corporation backed out of the deal due to the risk.
Divided private business enterprises among family members on a tax-free basis to enable the separated lines of business to prosper under reinvigorated management teams.
Prepared and successfully filed applications for federal tax-exempt status and state registration materials for nonprofit organizations
Assisted a publicly held Michigan company after an audit by the Pennsylvania Department of Revenue determined that the company should source a percentage of its sales to Pennsylvania. By convincing the Board of Finance & Revenue that that was not the case, we saved the client $300,000 in taxes.
Assisted TV One LLC, a joint venture between Radio One, Inc. and Comcast servicing the urban African-American market, with employee benefits, partnership tax, corporate securities, labor and employment and entertainment law issues.
Saved the purchaser of a large office building more than $2.5 million in real estate transfer tax.
Represented the CEO of a major public company in a significant tax controversy involving allegations of constructive receipt of several million dollars.
Assisted a U.S. franchisor of business systems to obtain, through the mutual assistance provision of the U.S.-Japanese income tax treaty, a refund of Japanese withholding taxes imposed on franchise payments.
Obtained a favorable private letter ruling from the IRS that reversed long-standing policy, allowing a spin-off of assets from a U.S. pension plan to a Puerto Rican plan with favorable tax consequences.
Defeated many tax assessments asserted by the Pennsylvania Department of Revenue against an international electronics manufacturer traded on the New York Stock Exchange and against two national cable television/media services clients.
Defended the third-largest U.S. tax preparation service, during the height of tax season, against a competitor's request for an injunction based on Lanham Act allegations of false advertising.
For many clients throughout the United States and internationally, designed solutions to implement business succession planning and individual estate planning goals.
Formed and dissolved for-profit and nonprofit entities
Represented several corporations with more than $25 million at issue, contending that the gain they realized from the sale of a limited liability corporation or as the result of an election under Section 338 of the Internal Revenue Code was not subject to Pennsylvania state corporate net income tax.
Structured sale of $65 million of LLC interests to an intentionally defective grantor trust
Consulted in $3 million dispute between individual and corporate fiduciary
Analyzed the suitability of the Delaware trust to hold real estate outside Delaware valued at $45 million
Developed "escrow" solution for trustee holding high concentration of one publicly traded stock valued at $31 million where beneficiaries fiercely opposed diversification.
On behalf of one of the largest banks in the United States, obtained an abatement of IRS penalties arising from the late filing of a foreign national's federal estate tax return.
Helped structure the worldwide operations of a group that specialized in the development, manufacturing and licensing of food supplements to minimize U.S. and worldwide tax.
Structured the special needs trusts for individuals with personal injury awards and other settlements and advise corporate trustees in these issues, including how to set up profitable operations managing such trusts.

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