Tax Counseling

The lawyers of Bocarsly Emden provide general tax counseling services to individuals, partnerships, limited liability companies and corporations. We take the lead in the tax planning and structuring of domestic limited partnerships, limited liability partnerships, limited liability companies, syndications, public and private charitable organizations, and joint ventures. We often provide tax guidance in connection with real estate transactions such as 1031 exchanges and roll up transactions. Our tax lawyers provide services pertaining to real estate development and investment undertakings, many of which are done as joint ventures or other profit participation arrangements. We are also experienced in negotiating, documenting and closing major real estate and business- related transactions. We often coordinate with real estate attorneys on state and local tax issues, including the exemption, classification and valuation of leasehold interests and tax credit eligible properties. We are well versed on the tax laws that apply to tax-exempt organizations of all types. We serve as legal counsel to a broad spectrum of providers of housing for low-income families or for the disabled and community foundations. On behalf of our clients, we obtain federal and state tax exemptions, provide continuing advice on how to keep and benefit from tax-exempt status, particularly public charity status. We regularly advise clients on the rules of unrelated business taxable income, the recent IRS regulations imposing intermediate sanctions on “excess benefit transactions,” the general prohibitions against private inurement and private benefit that tax-exempt organizations must always consider, and the special restrictions on lobbying and political activities applicable to tax-exempt entities. We provide Section 501(c)(3) tax opinions in tax-exempt bond financings and advise clients on the rules governing low-income housing and student housing. We also assist clients in obtaining and maintaining real property tax exemptions.

We have significant experience in the following areas:

  • Domestic and cross-border taxable and tax-free mergers, acquisitions and spin-offs, partnerships and joint ventures.
  • Specialized investment and financing vehicles such as investment partnerships and real estate investment trusts (REITs).
  • Federal low-income housing tax credit issues with one of the nation’s leading practices, including representation of equity investors, developers, syndicators, housing authorities, and lenders throughout the United States.
  • Representation of equity investors and developers in transactions structured to qualify for the historic rehabilitation tax credit and/or the new markets tax credit.
  • Representation of tax-exempt organizations in the full range of issues they face including formation and restructuring, obtaining and maintaining tax-exempt status, assistance in audits and internal investigations.
  • Structuring complex like-kind exchanges including reverse exchanges, exchanges of large portfolios of real estate and exchanges of intangible assets.
  • Tax planning using various pass-through entities such as limited liability companies, partnerships and S corporations.