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S CORPORATIONS: HOW TO AVOID COMMON AND OFTEN OVERLOOKED PITFALLS

Cost Free
Presentation Length 2.0 hours

Recorded DateJuly 1, 2019
CPE:Not available
(archived webinars do not offer CPE credits)
Subject AreaTaxes
Course LevelBasic
Course Description

From a U.S. federal income tax perspective, the S corporation can be an attractive entity through which to conduct business.  On the one hand, an S corporation is a pass-through entity, which is generally not subject to the double taxation experienced by C corporations. In addition, S corporation income is subject to beneficial tax rates in respect of qualified business income passed through to shareholders.  If structured right, an S corporation can be an attractive acquisition target which can lead to an increased purchase price on an exit.
 
On the other hand, there are several rigid requirements that must be met in order to conduct business through an S corporation.
 
This presentation will help you understand the rigid requirements that govern S corporations, will highlight some of the benefits and drawbacks associated with operating as an S corporation, and will also address the tax issues that arise on mergers and acquisitions involving S corporation targets.

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PLEASE NOTE: ARCHIVED WEBINARS DO NOT QUALIFY FOR CPE
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Jeffrey M. Rosenfeld

Blank Rome LLP
Associate Tax Attorney
rosenfeld@blankrome.com
(215) 569-5752

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Jeffrey Rosenfeld concentrates his practice in the area of business tax law. He counsels public and private corporations, partnerships, and individuals in a broad array of tax matters including:

  • domestic and international tax matters
  • state and local tax planning
  • tax-efficient structuring of domestic and international mergers, acquisitions, divestitures, reorganizations, spin-offs, redemptions, and liquidations
  • formation, operation, and acquisition of Subchapter S Corporations, partnerships, and limited liability companies
  • federal, state, and local criminal and civil tax controversies, including audits, administrative appeals, and litigation
  • issuances of equity-based compensation
Jeffrey counsels corporate clients and individuals regarding undeclared foreign bank accounts, including “FBAR” reporting obligations, and has represented numerous clients in the Internal Revenue Service’s Offshore Voluntary Disclosure Program.
Jeffrey also has digital currencies industry experience, including:
  • Formation of entities to be engaged in the digital currencies space
  • Negotiation, drafting and documentation of governing documents (such as limited liability company agreement) for entities engaged in the digital currencies space
  • Compensation and other issues concerning the issuance of digital currencies or the grant of digital currencies to service providers
  • Federal income tax consequences associated with the purchase, sale or exchange of digital currencies

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Richard Chou concentrates his practice in tax law for both publicly-traded and private companies. Richard counsels a variety of clients, including individuals, corporations, and partnerships, on federal, international, and state/local tax issues. He advises clients on various types of transactions, including:

  • mergers and acquisitions
  • spin-offs of public and private companies
  • formation of new entities
  • restructuring

Richard also has digital currency experience including federal tax withholding and general federal income tax consequences associated with digital currency transactions.

While in law school, Richard was a senior editor of the Southern California Interdisciplinary Law Journal. Richard is also currently a certified public account in California.

About Our Presenter

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Blank Rome is an Am Law 100 firm with 13 offices and more than 600 attorneys and principals who provide a full range of legal and advocacy services to clients operating in the United States and around the world. Their professionals are widely recognized for their leading knowledge and experience across a broad spectrum of industries, as well as their dedication to diversity and inclusion initiatives and pro bono work.