Seven practice areas, one habit: every piece of advice arrives with the arithmetic that supports it.
Design and review of fund, feeder, parallel, and AIV structures for U.S. taxable, tax-exempt, and non-U.S. investors. Leveraged blockers with the interest-deduction and §163(j) math run for your numbers. §752 liability allocations and the basis roll-forward that says whether the leverage helps.
Step plans for GP-led recapitalizations, sponsor stake sales, and Up-C IPOs, with gain recognized at each step computed for each seat at the table. Tax receivable agreement design and valuation: the §743(b) step-up, the payment stream, the early-termination value, and who is really paying for what.
Written opinions at a stated comfort level ("will," "should," "more likely than not"), technical memoranda, and issue lists for counsel. Authorities named. Disagreements among them named too. If the answer is "we would not do this," we say so, in the first paragraph.
Holding-company design for a family's operating and investment assets, state residency and PTET planning, and side-by-side after-tax comparisons of the options your other advisers have put on the table. We are often the second opinion; we are comfortable being the first.
ITC structuring, §6418 credit transfers, and tax-equity flips for developers and the investors funding them. The question is how the tax attributes affect the funding plan; the deliverable is a credit and financing analysis, the structure alternatives, and the execution issues, including a $900 million Texas solar project on the record.
After-tax return comparisons, waterfalls, PTET and SALT comparisons, and blocker leverage models built to the standard a committee expects, with assumptions stated and a user manual so your team can run them without us. On the operations side, the tax metrics management should trust and monitor, and support for audits, K-1 review, and investor questions.
IRS examinations, appeals, and settlements where the numbers are large and the facts are not simple: partnership audits under the centralized regime, estate tax examinations, §382 disputes, and positions the examiner has never seen before. We prepare the file the way an appeals officer wants to read it, run the settlement arithmetic before the first meeting, and, where a private letter ruling is the cleaner path, write the request. What you receive is a facts-and-issues assessment, an exposure analysis, and an agreed examination or appeals strategy.
Opinions, memoranda, and models are usually fixed-fee, quoted after an initial call and, where a matter needs it, a short review of the documents. Ongoing advisory work is hourly, billed monthly, with the hours itemized. Follow-up within the agreed scope is billed at the agreed rate; material scope changes are confirmed in writing. You will see the number before the work starts.
The memo that says "generally, no gain is recognized" is not wrong. It is just not about your partner.
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