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Practice Area Overview
The structure of a transaction can significantly affect its tax consequences, and very small changes in structure or in the underlying facts can have enormous tax significance. Tax lawyers design structures with those consequences in mind, while also taking into account the parties’ commercial goals, timing issues, and any other legal or accounting considerations. The tax treatment of some transactions — such as a “spin-off,” where a company distributes subsidiary stock to its shareholders — is highly complex, and tax lawyers may assist clients in obtaining confirmation of their transactions’ tax consequences from the IRS in the form of a private letter ruling.
Tax lawyers also review and negotiate the terms of the transaction, ensuring that the legal agreements implement the deal in a manner consistent with its intended structure. The agreements also govern the relationship between the parties. They may help the parties understand the intended tax treatment, identify certain tax exposures, and allocate responsibility between the parties for any taxes that may apply.
Tax lawyers also work with clients to determine the most tax efficient manner of carrying on ongoing business operations, taking into account federal, state, local, and international tax considerations.
On occasion, tax-related disputes arise between the parties to a transaction or with the IRS or another taxing authority. Tax lawyers may represent clients in administrative proceedings, private settlement negotiations, or litigation related to these controversies.
Tax lawyers are responsible for providing technical advice and analysis, but must fully understand the overall business transaction in order to do so. The best lawyers give advice in a way that is clear, thoughtful, and business-minded. Tax lawyers need to be closely involved in a transaction from the very beginning and throughout the transaction, in order to be able to give the best advice on an ongoing basis and to be able to modify the structure, if necessary, in response to any changes to the business terms of the transaction.
Stephen L. Gordon, Partner
Andrew W. Needham, Partner
Lauren Angelilli, Partner
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Chuck Adler joined the firm in 1993 and became a Partner in 1995. He has a special interest in planning for individuals, families, and closely held businesses. Chuck counsels individuals and families on complex estate, charitable, financial, and retirement planning matters; on estate, gift, and generation-skipping taxes; and on the organization and operation of private foundations. He also works with owners of closely held and family businesses on succession planning. Before joining the firm,...
Ronald A. Bell is a Director in the Cincinnati Office of Coats Rose, P.C. He maintains a multidisciplinary practice that encompasses capital markets (public finance, asset securitization, and other capital raising transactions), tax credits, and employee benefits/ERISA, executive compensation, and affordable housing. Ron was named to the Best Lawyers in America list 2018-2020, published by Woodward White Inc., for the areas of Employee Benefits (ERISA) Law and Tax Law. Capital Markets Ron mai...
Mr. Bibart is a founding member of the law firm of Gordon Bibart, LLC. A substantial portion of Mr. Bibart's practice is devoted to advising clients with respect to the formulation, negotiation and implementation of business strategies and transactions, with an emphasis on the federal tax planning aspects. Mr. Bibart also advises clients on a wide variety of general business and federal tax matters, including entity selection, partnership taxation, the tax treatment of limited liability compa...
As anyone who has ever argued with a spouse or small child knows, there is a difference between hearing and listening, between being able to repeat what was said and actually taking it in and thinking about it. With Jody Brant, there is never any question that he is both hearing and listening. In a world of loud talkers, it is Jody's ability to listen, to thoughtfully consider the input of others before speaking, that sets him apart as a lawyer and as a leader. For Jody’s estate and wea...
Bob Brant has an uncanny ability to do five things at once, and all of them proficiently. He was multitasking before the term even existed. He may be entering a timesheet while he dissects a tax problem and actively participates in a meeting. Just when you think there is no possible way he could be listening and doing so much simultaneously, out will pop a sentence that gets right to the heart of the matter. Those who have not been initiated will often sit back in stunned silence, even awe. B...
Douglas C. Carlson has extensive experience in corporate, partnership, individual and estate tax matters. The primary emphasis of his practice is on transactional planning, including acquisitions and dispositions, reorganizations and limited partnership syndications, liquidations and executive compensation, including stock options and deferred compensation. He has substantial experience in compliance activities, controversy matters, and state and local tax matters. As a business law attorney,...
John E. Christopher is a partner at Manley Burke, LPA. He primarily practices in the areas of nonprofit organizations, business organizations, tax, and estate planning. John’s tax focused education and his years of experience in working with a broad variety of nonprofit organizations (both charities and non-charities) allow him to provide focused, relevant and usable legal advice to his nonprofit clients in all phases of their operations, from creation and start up through termination. ...
Scot Crow has extensive experience in corporate, mergers and acquisitions, private equity and tax law. His clients rely on him to advise them with respect to their complex financial transactions as well as serving as their outside general counsel. Scot provides proactive advice with respect to sensitive management matters, litigation management, day to day transactional needs and objective assessments for the development of successful business strategies. Scot has served as lead counsel to ma...
M. Patricia Culler focuses her practice on wealth transfer and business succession planning, wills, trusts and estates, and tax. She has extensive experience in sophisticated estate planning, charitable gift planning, prenuptial agreements, estate settlement, trust administration and fiduciary litigation. She also works with clients on tax matters relating to trusts and estates, including income, gift, estate and generation-skipping taxes. With more than 30 years of experience, Patricia&rsquo...
Bill's practice includes advising clients on benefits and compensation issues and ERISA. He provides consulting, preparation of plan documentation, implementation of plans and ongoing representation to participants, trustees, fiduciaries, sponsors and third-party administrators in a wide variety of employee benefits matters.Bill counsels individuals and small business owners in the design of estate and succession plans, including retirement plan aspects. He also provides general business repr...
Christina D’Eramo Evans is a partner and Chair of the firm’s Cleveland office Estate Planning, Wealth Transfer & Preservation Section. Christina is an OSBA Board Certified Specialist in Estate Planning, Trust and Probate Law and a fellow of the American College of Trust and Estate Counsel. Her practice is focused on assisting individuals and families with the transmission of their wealth in a tax advantaged manner that at the same time accomplishes desired intent and preserves...
Alan Fershtman represents entrepreneurs in the acquisition, financing and sale of multi-family, affordable housing. In addition, Alan represents closely-held companies, particularly entrepreneurs, in equity and private venture transactions, ongoing operations and divestitures, corporate mergers and acquisitions, taxation, estate planning and real estate. He has considerable experience in corporate issues unique to entrepreneurial organizations. In addition, Alan has represented corporate clie...
Stephen H. Gariepy chairs Hahn Loeser’s nationally respected Estate Planning and Business Succession Group. Steve focuses his practice on leading-edge estate planning techniques. His ability to design creative and comprehensive plans – and make them practical and understandable – has attracted clients nationwide from the ranks of Forbes 400, business owners, families and nonprofit organizations. Steve regularly counsels owners of privately held companies and guides business ...
Arthur E. Gibbs III is a partner in the Trusts and Estate Planning Group and is licensed to practice law in Ohio and Florida. Art is an Ohio State Bar Association Board Certified Specialist in Estate Planning, Trust and Probate Law and focuses on providing creative estate, tax and business planning advise to business owners and other wealthy individuals, as well as representing individuals, financial institutions, and non-profits in estate disputes. Art is a past Chair of the firm’s Cle...
LANCE A. GILDNER is an equity partner in the Dayton office of Taft Stettinius & Hollister LLP. He received his undergraduate degree from Indiana University and law degree from the University of Dayton School of Law. He specializes in tax law with a primary focus on tax controversy. With almost 22 years in practice as a tax attorney and an Ohio State Bar Association (OSBA) certification as a Federal Tax Specialist, Mr. Gildner has developed a breadth of knowledge and experience dealing wit...
“Investing in client relationships enables a profit center approach to legal and financial services.” A transactional tax lawyer with regular involvement in tax controversies for over 35 years, Gary M. Harden partners with clients and collaborating professionals on a national platform, designing and implementing value added business - tax strategy. His practice areas include mergers and acquisitions (M&A), syndications, finance and insurance; with niche areas in intellectual p...
Jeremy focuses his practice in the areas of corporate law, tax law, and estate planning. He is licensed to practice in Ohio, Kentucky, and before the U.S. Tax Court. In his corporate law practice, Jeremy acts as outside legal counsel to businesses ranging from start-up ventures to multinational entities and he frequently advises owners, directors, and corporate officers of these businesses on issues involving entity selection, business formation and capitalization, shareholder agreements, buy...
For his near four decade career as an attorney, Kevin's practice has been concentrated within the areas of business and tax law for closely held businesses and real estate and tax for companies and governmental agencies involved within the real estate industry. His expertise in federal and state tax law has allowed him to counsel his clients within the business community and real estate industry to structure the transactions on a tax-advantaged basis. His business law practice involves merger...
Jan Houston has extensive experience in representing high-net-worth clients in the areas of taxation, estate planning and business planning. Her practice focuses primarily on tax and estate planning including multi-generational planning and incorporating charitable giving into estate plans. In addition, Jan assists business owners with succession planning and also handles income tax and estate tax audits. She finds creative solutions for her clients by listening carefully and outlining a path...
Matt's practice covers a wide range of tax-related areas, including estate planning and business succession, foreign bank account reporting (FBAR) and related issues, entity taxation, exempt organizations, and representation of clients before the Internal Revenue Service and U.S. Tax Court. Matt formerly served as an attorney-advisor to Judge Herbert L. Chabot of the U.S. Tax Court, and, in addition to Cleveland, has practiced in Honolulu, Hawaii, and Washington D.C. Matt has spoken nationall...
Steve is a leading tax attorney in Northeast Ohio, with substantial experience in practice before the Internal Revenue Service (IRS), U.S. Tax Court and the U.S. District Court in tax-related matters, and counsels individuals and businesses on tax, business, estate planning and business succession matters. Steve represents doctors, dentists, lawyers and businesspeople in various matters including tax advice. For more than 30 years, Steve has lectured at numerous tax and accounting seminars, i...
Steve Kisling likes to make things simple for his clients, which is fortunate considering the complexity of his employee benefits and tax practice. While it is a generalization, but no great secret, that many lawyers run a little hot-blooded, Steve is calm, patient and always composed. He knows that business owners, benefits professionals and human resources personnel have multiple balls in the air at any given time, and he enjoys relieving some of the strain and worry that comes with the adm...
David C. Krock has over 34 years of experience as a lawyer, CPA (non-practicing), trust officer and tax advisor. His law practice is concentrated primarily in the areas of estate planning, business succession planning, charitable planned giving, probate, tax and providing general counsel to small and medium size businesses. Mr. Krock is a member of Eastman & Smith. Mr. Krock graduated from the University of Toledo College of Law in 1982 where he was a member of the law review. He is a mem...
Margaret Kubicki practices in the areas of estate planning, succession business planning, taxation, and trust and estate administration. Margaret utilizes sophisticated estate planning techniques including the use of marital trusts, generation skipping trusts, grantor retained annuity trusts, spousal limited access trusts, charitable trusts and domestic asset protection trusts. She also practices in the area of corporate law and has experience with structuring and implementing transactions to...
Lisa Monihan is a Partner in the Trusts & Estates practice group, and she also serves as a practice group co- coordinator. Her practice is focused on wealth transfer planning for individuals and fiduciaries, including income, gift, estate, and generation-skipping transfer tax planning; trust and estate administration; multi-generational family issues; retirement planning; succession planning for closely-held businesses; and charitable planning. A client once told Lisa that the decision to...
As the second oldest of nine children, Bill began resolving family disputes at an early age. His childhood also gave him insights as to how children may perceive fairness and equity differently than do the parents. While some wealth strategists may believe that tax avoidance is the major objective of wealth planning, Bill believes that wealth planning is ultimately about family planning: how to devolve wealth without creating acrimony or bitterness among family members, and all the while pres...
Mark Sims practices in the business representation & transactions practice group and works primarily in the federal income tax, business planning and healthcare areas. Mark's federal tax practice involves individual, corporate, S corporation and partnership tax planning, including executive compensation and like kind exchanges. He advises clients regarding the tax aspects of mergers and acquisitions. Mark also represents clients on matters before the IRS and state tax agencies. Additional...
John Slivka, an attorney and certified public accountant, has a practice that consists in large part of providing advice with regard to tax, business, and succession planning and consulting for privately-owned businesses and their owners. Since being admitted to the Ohio Bar in 1981, he has handled matters involving mergers and acquisitions, C and S corporations, partnerships, limited liability companies, passive activities, ownership succession, estate/gift issues, other individual tax matte...
Troy Terakedis counsels clients on federal income tax matters and in the structuring and formation of venture capital, leveraged buyout and other private equity funds, as well as other business entities. He also advises on partnership, limited liability company and general corporate law. In addition, Troy works with closely-held businesses, their owners, and other high-net worth individuals and executives, advising them on federal income tax, corporate succession, estate and gift tax and asse...
Dave has over 35 years experience counseling clients on all aspects of business law. His advice includes the legal aspects of the formation, operation, disposition, merger and acquisition of closely held enterprises. Dave has significant experience in estate and gift planning, advanced retirement plan designs, and the operation of tax-qualified plans. He also represents clients in IRS tax controversies, particularly those arising out of retirement plan audits and estate gift tax audits.
Erica K. Williams brings more than 25 years of comprehensive and sophisticated estate planning services to high net-worth individuals and families. She earned the designation as an Accredited Estate Planner® (AEP®) by the National Association of Estate Planners & Councils, awarded to estate planning professionals who meet stringent requirements of experience, knowledge, education professional reputation, and character. Erica is experienced in all aspects of tax planning, including...
Jonathan Wolnik is a partner in Hahn Loeser’s Cleveland office and is a member of the Business Practice Area. He counsels privately owned businesses on all matters of federal, state, and local tax compliance, including tax planning and multi-million-dollar audit resolution. Jonathan advises his business clients with respect to organizational structuring (choice of entity), contracts and agreements, transaction guidance, and corporate and partnership tax planning, including use of limite...
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