Stimulus Legislation Limbo

In has been 192 days since the President declared a national emergency concerning the COVID-19 outbreak.[i] Across the country, businesses and communities were immediately placed on lockdown[ii] in order to contain the virus. Unfortunately, this response plunged us into an economic crisis that continues to plague us.

Congress responded relatively

“Personal liability?!” the client screams. “For sales tax? How is that possible?” The look on their face is at once incredulous and accusatory. “Didn’t you say that the LLC would protect me and my assets from the liabilities of the business so long as we respected ‘corporate’ formalities, and treated the LLC as a

Some shareholders are content with being wholly passive investors in a corporation. Others desire some degree of participation in the day-to-day management of the corporation’s business. Still others are willing to abstain from any involvement in the operation of the business, but insist upon having a say with respect to certain “significant” matters (so-called “sacred


Many taxpayers fail to appreciate that any officer, director or employee of a corporation, and any employee or manager of a partnership or LLC, who has a duty to act for such entity in complying with any requirements of the sales tax law, may be held personally liable for the sales tax collected or

Income Tax Impact of Transfer Taxes

We noted earlier that state transfer taxes are often viewed as a “sideshow” to federal income tax considerations in structuring a deal.  Despite this perception, state transfer taxes represent real economic cost to the payor.  To appreciate their “true” cost, however, one must also consider their income tax consequences.