Tax

Overview
Tax attorneys at Nutter provide a full range of income tax, estate tax, employee benefits, and tax dispute services to a broad array of domestic and multi-national corporations, partnerships, limited liability companies, tax-exempt organizations, and individuals. We ensure that all of the firm's clients receive timely and creative advice and solutions that allow them to plan for and control the tax consequences of their business and investment transactions, and provide the special expertise required under Massachusetts law.

Our practice
Business entity formation

• Assist new enterprises in choosing a business entity, including partnerships, limited liability companies, business trusts, Subchapter S corporations, regular corporations, and hybrid entities

Mergers and acquisitions

• Plan and structure purchases or sales of stock, select assets or entire businesses, taxable or tax-free, domestic or foreign
• Negotiate all tax aspects of acquisition, merger, and sale agreements

Executive compensation

• Design and administer equity-based compensation programs on a company-wide and individual basis
• Structure compensation programs on a tax-efficient basis, balancing performance and reward
• Advise and counsel on compensation arrangements, including incentive and nonqualified stock option plans, and profit interests in partnerships and limited liability companies
• Develop ways to reduce high-net-worth individuals' future estate taxes attributable to compensation-related assets

Financings

• Advise on all tax aspects of financing transactions, including venture-backed financings, to meet businesses' capital needs, such as common and preferred stock, hybrid securities, special purpose derivative securities, and long- and short-term notes

International operations

• Assist businesses in structuring inbound and outbound transactions. including active business operations and investments
• Counsel small to large businesses with cross-border operations for maximum tax deferral and utilization of foreign tax credits
• Assist foreign businesses and investors in structuring U.S. operations to minimize U.S. taxes while avoiding the tax disadvantages of the branch profits tax and earning stripping rules

Real estate entities

• Work with entrepreneurs and investors to take full advantage of the numerous provisions of tax law beneficial to real estate assets, including like-kind exchanges, low-income housing tax credits, historic structure tax credits, and sales to umbrella real estate investment trusts (UpREITs and DownREITS)

Tax-exempt organizations

• Advise hospitals, universities, museums, donor-advised funds, and other publicly supported organizations and trade associations, private foundations and their founders in a complete range of services

Investment companies

• Advise hedge fund clients on the tax aspects of the funds, including the taxation of fund investments

Tax planning

• Advise high-net-worth individuals and owners of family businesses on all aspects of tax planning and strategies to minimize income taxes and wealth transfer taxes

ERISA and employee benefits

• Help clients design, implement, and administer their benefits programs efficiently and cost-effectively, from New York Stock Exchange and Nasdaq-traded companies with thousands of employees to privately held companies and start-ups with fewer employees
• Work on 401(k) plans, traditional and specialized profit-sharing plans, employee stock ownership plans, defined benefit pension plans, collectively bargained plans, supplemental executive retirement programs, "Top Hat," and excess benefit plans, individually tailored early retirement incentive plans, and change-in-control arrangements
• Assist clients on non-pension matters, such as insured and self-insured group health plans, cafeteria plans and flexible spending arrangements, severance plans, fiduciary obligations of plan administrators, worker's compensation issues, Family Medical Leave Act, Age Discrimination in Employment Act, Americans with Disabilities Act, and COBRA compliance, and wage and salary administration
• Work with the firm's business attorneys in mergers and acquisitions, sales, and spin-offs in which employee benefits and indemnities play a role

State and local tax matters

• Advise clients on the state and local tax consequences of transactions and assist them in minimizing state tax exposure

Tax controversy

• Represent businesses and individuals in audits and appeals before the Internal Revenue Service and the Massachusetts Department of Revenue, and in judicial proceedings at the trial and appellate levels