We advise Fortune 50 financial, energy, hi-tech, pharmaceutical, industrial and other companies on the range of U.S. federal income tax issues involved in the planning and executing of complex, high-value transactions, both domestic and international, including:

• mergers and acquisitions;
• dispositions;
• joint ventures;
• financings, including Islamic finance;
• restructurings; and
• investment fund formations.

We also assist companies in managing the tax aspects of employee benefits and executive compensation related to business transactions and post-transaction integration. Our tax advice and solutions are informed by high-level government experience and relationships. Former senior government officials are part of our tax team, and current senior staffers at both the U.S. Treasury and the Internal Revenue Service are Tax practice alumni.

Beyond advice, we partner with clients to develop innovative, practical solutions to complex tax challenges. Working with our Corporate Governance, Finance and Real Estate teams as needed, we ensure that all legal services necessary to successfully close a transaction or resolve a tax controversy are brought to bear.

Our team helps companies resolve tax controversies as favorably as possible, whether through examinations, administrative appeals, trial or alternative dispute resolution (ADR). In the process, we assist companies in managing critical privilege and discovery needs related to cases in the U.S. Tax Court, the Court of Federal Claims and federal district courts, as well as with appeals from these courts.

Tax-Exempt Organizations

Our Tax team also helps nonprofit, tax-exempt organizations, including private foundations, with compliance with all applicable federal, state and local tax laws. These include laws related to private foundation rules, unrelated-business taxable income, lobbying and political activities, and intermediate sanctions.

We regularly help new nonprofits form and obtain exempt status, and existing organizations to execute mergers, joint ventures, partnerships, and for-profit subsidiaries and other business ventures.

Directors and managers of nonprofits must master fiduciary duties, corporate governance, management of endowments, development of gift policies and compliance with charitable solicitation requirements. In addition to advising on these matters, we draw from cross-firm corporate resources to assist with the drafting and revision of bylaws and other governing documents, affiliation agreements, fiscal sponsorship arrangements and gift agreements.

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