BW INSIGHTS

IRS Announces Guidance on Basis-Shifting Transactions by Related-Party Partnerships

By Maggie Simonson Schild & Christopher L. Nuss | 07.25.2024
On June 17, 2024, the Internal Revenue Service (IRS) and Treasury announced new guidance aiming to curtail abusive basis-shifting transactions by related-party partnerships. The Treasury and IRS plan to propose regulations targeting transactions in which partners shift basis from one asset to another, thereby increasing the second asset’s basis... Read More

Alabama Court Rules CTA Unconstitutional

By Ellen Hames | 03.05.2024
On Friday, March 1, 2024, a U.S. District Court judge in Alabama ruled the Corporate Transparency Act unconstitutional. The Corporate Transparency Act (“CTA”) is a federal law that went into effect January 1 of this year, requiring any entity that does not meet an exemption to file information on its beneficial owners with the Financial Crimes... Read More

Corporate Transparency Act Client Release

By BrownWinick | 11.28.2023
The burdensome new beneficial owner reporting requirements under The Corporate Transparency Act (the “CTA”) take effect January 1, 2024, which is rapidly approaching. BrownWinick clients involved with a business entity in any respect (whether as an owner, director, officer, manager, member, employee, or otherwise) are encouraged to reach out to... Read More

Profits Interests - Equity Compensation for Partnerships

By William Daniel | 08.23.2023
Many people are familiar with stock options and how those operate, but for those businesses organized as an LLC and taxed as a partnership, profits interests are another tool in the toolbox to recruit, retain, and motivate your employees. However, I often need to provide more explanation about profits interests and how they work than stock options... Read More

The Corporate Transparency Act is Here: What You Need to Know

By Brennan Block | 04.25.2023
Much to the dismay of many corporate/transactional law practitioners like me, the burdensome business entity reporting requirements of the recently enacted Corporate Transparency Act (the “CTA”) are here, and it would appear they are here to stay. Under the CTA, which became effective as of January 1, 2024, most business owners will face... Read More

How Your M&A Escrow Can Go Wrong

By William Daniel | 04.03.2023
In the world of M&A transactions, there is always a large debate between buyer and seller on proper security for certain liabilities that the buyer may experience after the closing. A solution very commonly used is to place a certain percentage of the purchase price into escrow with an escrow agent, such as a bank, to hold the money post-closing... Read More

Does Your Export Business Use an IC-DISC?

By Christopher Nuss | 03.07.2023
Authorized by Congress as an incentive to promote export sales, Interest-Charge Domestic Sales Corporations (“IC-DISCs”) function as a simple, inexpensive, and low-risk tax planning strategy. Basically, IC-DISCs provide significant permanent tax benefits and deferred tax savings opportunities for U.S. based export companies by in essence allowing... Read More

International Investment Considerations: CFIUS

By Greer M. Wellstead | 02.22.2023
When a foreign party is involved in the potential acquisition of or investment in a U.S. business, they are doing much more than just investing in the U.S. Transactions in which a foreign party is involved, may also bring along CIFUS compliance considerations. The Committee on Foreign Investment in the United States (“CFIUS”) is a federal... Read More

Annual Minutes - Are They Worth It? YES.

By Joe Leo | 11.28.2022
As we head into the end of the year, you are likely being bombarded with reminders of house-cleaning items you should address before the calendar turns over. Reviewing your insurance coverage, evaluating your healthcare options for next year, reviewing your retirement accounts, and scheduling time with your tax preparer are all important, and... Read More

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