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Gift Tax Return Adequate Disclosure; Constructive Dividend; Transferee Liability


Cost Free
Presentation Length 1.5 hours

Recorded DateDecember 11, 2023
CPE:Not available
(archived webinars do not offer CPE credits)
Subject AreaTaxes
Course LevelAdvanced
Course Description

This course discusses important recent cases on how to satisfy the adequate disclosure requirements for gift tax returns, when transactions between shareholders and corporations constitute constructive dividends, and transferee liability for the estate tax that may now be imposed on beneficiaries automatically when they receive a bequest.

This course will discuss clarification of standards for gift tax return adequate disclosure (case of first impression for Tax Court) and review how this informs return preparation and planning for defined value formula transactions. Cases on constructive dividends include rental arrangements, reasonable compensation, and compensation for owner guarantees of corporation obligations. Transferee liability normally required a fraudulent (voidable) transfer under state law as well as a finding of federal liability, but a split decision of the Ninth Circuit ruled that no such finding is required regarding unpaid estate tax when distributions of bequeathed property are made to beneficiaries—no matter how far down the line they are. The presenter will also discuss the strategic implications if such a rule applies to your clients.

Learning Objectives:

  • Identify how to satisfy the adequate disclosure requirements for gift tax returns, including disclosure strategies

  • Determine what a constructive dividend is and when transactions between shareholders and corporations constitute constructive dividends

  • Summarize pitfalls to avoid and strategies to use when an owner rents to a corporation

  • Evaluate Code §6166 regarding deferred estate tax liability and beneficiary exposure under Paulson—including strategies for dealing with that exposure

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Thompson coburn llp

Steve has drafted trusts and a full range of estate planning documents for clients to help grow, preserve, and transmit their family wealth. He has also prepared organizational documents for limited liability companies, corporations, and partnerships to implement their owners' wishes regarding current and future control and transmission, including bringing in new owners and facilitating exit strategies. 

Steve enjoys helping clients structure their affairs to achieve their personal, business, and financial goals while reducing the drag that taxes imposed on them. His firm provides full service to businesses; however, he also acts as counsel on specialized matters while cooperating and facilitating the continued involvement of an existing legal, accounting, and financial services team. Steve maintains his CPA license but prefers to refer income tax returns to practicing CPAs.

Steve Gorin is the former president and an ongoing contributor to Covenant Place’s strategic initiatives. It is a senior affordable housing community with a groundbreaking model for integrated residents with the surrounding community and facilitating holistic services to enrich their lives. 


To know more about Steve Gorin, kindly click on the link below:


For various free resources Steve offers, see


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About Our Presenter

Thompson coburn llp

For approximately 90 years, Thompson Coburn LLP has provided the quality legal services and counsel our clients demand to achieve their most critical business goals. Whether helping with a tax, estate planning, real estate or employment issue, navigating a complex acquisition or defending a product or service in litigation, we have the knowledge and resources to meet any legal need.

With over 380 attorneys, we have experience in more than 50 areas of the law. Supported by our firm's state-of-the-art technology, lawyers in our Chicago, Dallas, New York, Los Angeles, Southern Illinois, St. Louis and Washington, D.C. offices enjoy a nationwide practice.