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Tax issues are of central importance to many of the transactions that our clients undertake. With proper planning, companies can mitigate the effect of taxes on their business activities. We have extensive experience in advising our clients on the tax issues that must be considered before taking any number of corporate actions. Tax advice and planning usually starts with appropriately structuring a new business and its compensation arrangements with key participants and lasts through a sale of the business or other corporate reorganizations.

Choice of Entity

We provide advice on choosing among limited liability companies, partnerships, "S" corporations and "C" corporations for structuring new businesses, joint ventures or spin-offs from existing businesses. Our advice is based on assessing what is best for your business based on your plans and on legal, business and tax considerations applicable to the various entity types.

Equity Compensation

We provide advice on tax and other issues related to using stock options, restricted stock awards, stock appreciation rights, phantom stock plans and other forms of equity or equity-like compensation.

Section 409A

We are well versed in issues arising under Internal Revenue Code Section 409A as they relate to the payment of all forms of deferred compensation, including bonus plans, change of control agreements, severance arrangements, commission plans, stock and option grants, stock appreciation rights and phantom stock plans.

Mergers & Acquisitions

We provide advice on structuring both taxable and tax-free mergers and acquisitions. We address tax issues related to choice of transaction structure (i.e. merger, asset sale, stock purchase, etc.), form and timing of payment, employee compensation as well as the myriad other tax considerations that arise in a typical transaction.

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