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Tax Law

Our section has a broad practice in federal and state taxation, with 11 attorneys in four offices across the state. Our practice includes transactional tax planning, individual income and estate tax planning, tax controversies, planning for tax-exempt entities, and low income housing tax issues. We represent banks, real estate development companies, manufacturers, municipalities and state agencies issuing tax-exempt bonds, low income housing tax credit developers, large non-profit entities including hospitals and foundations, as well as other types of businesses and individuals. A number of the Tax Section attorneys also are certified public accountants or have graduate degrees in taxation. Attorneys in our section work closely with our corporate, real estate, banking, employee benefits, public finance and health care sections to provide clients with comprehensive representation.

In addition to direct legal services, Poyner Spruill tax attorneys also provide:

  • Regular updates, via email newsletters, on recent developments in tax law changes
  • Tax planning seminars, available by appointment for small groups

Major Practice Areas

  • Transactional tax planning including corporate mergers and acquisitions and general corporate tax planning for both regular and "S" corporations
  • Tax planning for start-up companies
  • Individual income and estate tax planning
  • Partnership and LLC tax planning and formation
  • Planning for tax-exempt entities
  • Tax controversies
  • Low-Income Housing Tax Credits and Historic Rehabilitation Tax Credits

Transactional Tax Planning, Including Corporate Mergers and Acquisitions, and General Corporate Tax Planning 

The Tax Section works closely with the Corporate Section to advise clients on transactions such as stock sales, mergers, corporate reorganizations and other corporate transactions. Such transactions have involved publicly traded corporations. Our attorneys also render advice on transactions involving S corporations. Recent illustrative experiences include:

  • Tax planning for the sale of a publishing company and a construction materials company
  • Tax planning for a corporate reorganization of a large S corporation
  • Advice to a publicly traded company on acquisition of a target
  • On-going advice to a publicly traded corporation on tax issues

Tax Planning for Start-Up Companies 

The Tax Section works closely with the Corporate Section and Employee Benefits Section in advising start-up companies. Recent illustrative experiences include:

  • Tax planning for the selection of a business entity
  • Tax planning for corporation issues
  • Development of exit strategies for holders of closely held and publicly traded stock Development of stock option plans, in conjunction with the Employee Benefits Section
  • Tax planning for the disposition of non-qualified stock options

Individual Income and Estate Tax Planning 

Our attorneys work closely with individual clients and their accountants and financial advisors on individual income tax planning and estate tax planning. Recent illustrative experiences include:

  • Advice and structuring of like-kind exchanges
  • Tax planning for transfers of non-qualified stock options
  • Planning for qualified retirement plan and IRA distributions
  • Tax planning for real estate transactions through partnerships and LLCs
  • Sales of assets to intentionally defective grantor trusts
  • Use of partnerships for succession management purposes
  • Design of exit strategies for owners of both closely held and publicly traded stock

Partnership and LLC Tax Planning and Formation 

The Tax Section provides many services in the organization and operation of partnerships and LLCs. Recent illustrative experiences include:

  • Tax planning for transactions involving partnerships and LLCs including distributions of assets to partners and redemption of partnership interests
  • Formation of family partnerships and LLCs as part of estate planning
  • Use of LLCs as organizational form for start-up companies
  • Organization of LLCs to facilitate investment in real estate

Planning for Tax-Exempt Entities 

Our attorneys have substantial experience in the formation and management of tax-exempt entities, including large non-profit corporations in such industries as health care, major foundations, community-based non-profits and private foundations. Recent illustrative experience includes:

  • Advice to a major non-profit entity on the organization of affiliate non-profit entities
  • Advice to a large non-profit of a sale of its assets
  • Organization of private foundations
  • Organization and planning for charitable remainder trusts
  • Tax advice on IRS audits of non-profit entities

Tax Controversies 

The Tax Section advises and represents clients on individual income tax audits, estate and gift tax audits, sales tax audits and corporate tax audits. Recent illustrative experience includes:

  • An IRS gift tax audit of an individual client involving valuation of partnership interests that were transferred as a gift
  • An IRS tax audit of a large estate which held substantial real estate
  •  A North Carolina sales tax audit of a domestic and a foreign corporation
  • Representation of a corporation with respect to employment tax liability
  • An IRS audit concerning the tax-exempt status of a non-profit entity

Low Income Housing Tax Credits and Historic Rehabilitation Tax Credits 

Our attorneys represent developers of both low-income housing tax credit properties and historic tax credit properties. We also represent lenders in such transactions as well as entities that invest in low-income and historic tax credit properties. Recent illustrative experience includes:

  • Representing a developer of a $35 million historic tax credit project
  • Providing opinions to investors in low-income housing and historic tax credit deals
  • Advising lenders who are providing construction loans to low-income housing and historic tax credit deals
 

 

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