Tax and Private Wealth

Whiteford's Tax and Private Wealth group includes practitioners who focus on all aspects of the Federal Internal Revenue Code, its regulations, and its administrative and judicial interpretations.  We represent corporations, limited liability companies, partnerships, nonprofit organizations and individuals on questions dealing with income taxes, ERISA and pension benefits, estate and gift taxes, and international taxation. In addition, we have state tax law practitioners with experience in state and local tax matters, including income, sales, inheritance and property taxes.

Income and other taxes

Members of the group have extensive experience in advising businesses, individuals and non-profit organizations on a broad range of federal, state and international tax issues. For example, we guide business clients from initial start-up through maturity on all aspects of tax issues in order to enhance the tax efficiency of their activities and transactions, to limit their exposure to controversy, and to help them comply with federal, state and local tax laws. Members of our Tax Section also have substantial experience representing clients in controversy matters, including administrative appeals, litigation of state tax matters in state courts (including income and sales tax issues, nexus for income or sales tax purposes, property tax, utility and franchise tax issues), and federal tax matters in federal courts.

The attorneys in our Tax Section work closely with attorneys in our corporate and securities, real estate, litigation and employment law sections. By using this team-oriented approach, we can more comprehensively represent a wide range of clients, including sole proprietorships, closely-held businesses, partnerships, joint ventures and limited liability companies, middle market and public companies, non-profit organizations and foreign entities.

Members of our Tax Section have achieved national prominence in their areas of practice. They are active in state and federal bar associations. Three of our attorneys are past chairs of the Maryland State Bar Association's Tax Section. Members of the firm are frequent speakers at seminars on current tax issues and have been course instructors at the Graduate Tax Programs of local universities.

Employee Benefits and ERISA

Our Employee Benefits and ERISA lawyers provide advice and legal services to private sector, government and tax-exempt or not-for-profit clients on issues relating to their employee pension plans, welfare plans, deferred compensation, executive compensation arrangements, and fringe benefits. Generally, legal issues arise in connection with compliance with the Employee Retirement Income Security Act of 1974 ("ERISA"), various requirements in the Internal Revenue Code for tax qualification of pension plans or for tax preferred treatment of executive benefit programs, welfare plans and fringe benefit arrangements and under state laws and regulations.

Estate and Gift taxes

Our estate and trust lawyers can help you consider the impact of  federal and state estate and gift taxes related to your estate, whether it involves traditional planning or more complex issues, such as complex family structures or closely-held business interests, and advise you on how your assets can pass to your beneficiaries in the most tax-efficient and cost effective manner.

Real Estate taxes

Our tax lawyers work closely with our real estate attorneys to structure transactions in the most efficient manner, taking into account the federal and state income tax impact on the parties involved in the transaction, as well as the recordation and transfer tax implications.

Nonprofit Organizations

We provide sophisticated and comprehensive advice on federal and state tax matters of particular relevance to associations, charities and other types of nonprofit organizations.  For example, we counsel and represent nonprofit clients on matters such as obtaining and maintaining recognition of tax-exempt status, unrelated business income analysis, and structuring of subsidiaries, affiliates and joint ventures.  Our nonprofit clients include professional and trade associations, healthcare providers, educational institutions, and seniors' housing and care providers.   

Tax-Exempt Finance

The firm's public finance lawyers have served as bond counsel, underwriter's counsel, borrower's counsel, trustee's counsel and guarantor's counsel in tax-exempt general obligation bonds and revenue bonds, as well as other forms of financing.

International tax

Whiteford has significant experience confronting the array of international tax issues faced by U.S. individuals and companies with income or operations abroad, as well as foreign individuals and companies with income or operations in the U.S.  We advise these individuals and companies on the tax implications of their cross-border transactions, including mergers and acquisitions and related financing transactions, and international restructurings, dispositions and divestitures.

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Client Alert: Corporate Transparency Act (CTA) Found Unconstitutional by Federal District Court

On March 1, 2024, the U.S. District Court for the Northern District of Alabama in National Small Business United et al.  v. Janet Yellen et. al., Case No. 5:22-cv-1448-LCB,  held the Corporate Transparency Act (the “CTA”) to be unconstitutional. In this surprising decision, U.S. District Court Judge Liles C. Burke ruled “The CTA is unconstitutional because it cannot be justified as exercise of Congress’ enumerated powers.”

Client Alert: 2024 Changes to Estate and Gift Tax Exclusion Amounts

As another new year is upon us, we are providing a summary of the changes to the federal and state estate and gift tax limits which became effective on January 1, 2024. We hope you find this information helpful as you consider planning options for 2024 and beyond. If you have any questions or are wondering how these changes may impact your particular situation, please do not hesitate to contact our office and we will be happy to discuss the effect these changes may have on your estate plan.

Client Alert: Corporate Transparency Act Update: FinCEN Reporting and Compliance Begins in 2024

The Corporate Transparency Act’s (the “CTA”) reporting requirements are effective as of January 1, 2024. As a result, many companies in the United States will have to report information about their beneficial owners, i.e., the individuals who ultimately own or control the company. They will have to report the information to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of the Treasury.

Client Alert: Opportunity Zone Investment: Continued Vitality?

The opportunity zone rules came into the tax code basically in 2018. The initial tax benefit is the ability to defer capital gain generally from any source through investment of the cash into a qualified opportunity fund (“QOF”). However, this deferred gain must generally be recognized on December 31, 2026 (if not recognized sooner through various kinds of dispositions and “inclusion events”).

Client Alert: A Primer on the Corporate Transparency Act: Highlights of Additional Requirements to Conduct Business

What is the Corporate Transparency Act?

On January 1, 2021, heightened entity and beneficial ownership reporting arrived in the United States with the enactment of the Corporate Transparency Act (the “CTA”), part of the National Defense Authorization Act for Fiscal Year 2021. The policy behind the CTA is to strengthen reporting and transparency as to who the beneficial economic owners are of business enterprises doing business in the United States. Prior to the passage of the CTA, the United States was viewed by some in the international marketplace as a tax haven for those looking to create shell companies to hide their assets through the formation of business entities in jurisdictions like Delaware or Florida, for instance.

Client Alert: SCOTUS Holds in Favor of Taxpayer on Contested Issue of Foreign Bank Account (FBAR) Non-Willful Penalties

 FBARs in a Nutshell and the Concerns 

FBAR Requirements:  Pursuant to the U.S. Bank Secrecy Act (“BSA”) (31 U.S.C. § 5314 et seq.), U.S. persons, individuals and companies, are required on a calendar basis to report each year to the U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) all financial interests in and signature authority over foreign financial accounts on FinCen Form 114  Foreign Bank Account Reports (“FBARs”). The FBAR filing threshold is triggered upon having account assets exceeding $10,000 USD in the aggregate at any time during the calendar year. The deadline for filing FBARs is April 15 with an automatic extension to October 15 each year.

Client Alert: 2023 Changes to the Estate and Gift Tax Exclusion Amounts

As another new year is upon us, we are providing a summary of the changes to the federal and state estate and gift tax limits which became effective on January 1, 2023. We hope you find this information helpful as you consider planning options for 2023 and beyond. If you have any questions or are wondering how these changes may impact your particular situation, please do not hesitate to contact our office and we will be happy to discuss the effect these changes may have on your estate plan.
 

Client Alert: IRS Will Determine Whether PPP Loans Properly Forgiven, Treat Improperly Forgiven Amounts as Income

As one of the authors noted in a previous alert, “the CARES Act provided that the forgiven amounts of Paycheck Protection Program (“PPP”) loans would not be includable in a PPP borrower’s gross income at the federal level, and subsequent legislation provided that expenses paid with PPP funds would still be tax deductible.”  Recent non-precedential guidance from the IRS’s Office of Associate Chief Counsel, however, has concluded that only properly forgiven amounts will not be treated as gross income by the IRS.  In short, the IRS intends to reach its own determination regarding the propriety of the decision of the U.S. Small Business Administration (“SBA”) to forgive PPP loan amounts.

Client Alert: Inflation Reduction Act’s Renewable Energy Incentives to Embolden U.S. Energy Transition

The Inflation Reduction Act (the “Act”), signed into law on August 16, 2022, creates new opportunities for the renewable energy industry and is a welcome change in an industry accustomed to uncertainty regarding its primary financial incentives. The Act’s provisions modified many of the clean energy credit and incentive provisions of last year’s Build Back Better Act.  The Act earmarks $374 billion for decarbonization and modernization of U.S.  manufacturing in the renewable energy sector (the “Renewable Sector”).

Client Alert: Inflation Reduction Act Speeds through Senate – Key Takeaways

This week the Senate has advanced the landmark tax, climate, and healthcare bill known as the Inflation Reduction Act (H.R. 5376) (“IRA”) which will be considered by the House of Representatives in the coming days and, if passed, will arrive on President Biden’s desk for signature into law.

IRS Clarifies Royalty Income Considerations for Job Board Revenue

In addition to being great resources for individuals and organizations within a profession, job boards can also be a good source of non-dues revenue to the association. However, the IRS has re-affirmed non-dues revenue from a job board can be taxable as unrelated business income even if designated as a royalty.

State Tax and Withholding Consequences of Remote Work

Although many employees have returned to working on location again, factors indicate that the labor market has changed to more permanently accommodate remote workers. With this shift comes state tax and other employment issues employers must now contend with.  This article focuses on some of the state tax issues.

Client Alert: 2022 Changes to Estate and Gift Tax Exclusion Amounts

As another new year is upon us, we are providing a summary of the changes to the federal and state estate and gift tax limits which became effective on January 1, 2022. We hope you find this information helpful as you consider planning options for 2022 and beyond. If you have any questions or are wondering how these changes may impact your particular situation, please do not hesitate to contact our office and we will be happy to discuss the effect these changes may have on your estate plan.

Client Alert: IRS Provides Additional Direction on Tax Treatment of PPP Loan Forgiveness

From the outset, the CARES Act provided that the forgiven amounts of Paycheck Protection Program (“PPP”) loans would not be includable in a PPP borrower’s gross income at the federal level, and subsequent legislation provided that expenses paid with PPP funds would still be tax deductible. On November 17, 2021, the Internal Revenue Service (“IRS”) issued three separate revenue procedures on the tax treatment of the forgiveness of PPP loans: Rev. Proc. 2021-48, Rev. Proc. 2021-49, and Rev. Proc. 2021-50.

Client Alert: Maryland’s Digital Products Tax Will Impact Everyone

Effective March 14, 2021, the Maryland General Assembly overrode Governor Larry Hogan’s veto and enacted a digital products tax as part of the “21st Century Economy Fairness Act” (the “Act”). See House Bill 932 (2020 Legislative Session). Simply stated, the Act extends Maryland’s existing 6% sales and use taxes to digital goods. 

Client Alert: Issues Abound in Employee Payroll Tax Deferral

On August 8, 2020, President Trump sent a memorandum (the “Memorandum”) to the Treasury Department (“Treasury”), ordering the Secretary of the Treasury to defer collection of the employee portion of Social Security withholding (and withholding for certain railroad workers under the Railroad Retirement Tax Act) from September 1, 2020, through December 31, 2020.

Client Alert: Diminished Deductions for the Use of Certain PPP Loan Proceeds

In Notice 2020-32, the IRS answered the question that had been the subject of wide discussion and debate (at least among tax attorneys) as to whether borrowers under the Paycheck Protection Program (“PPP”)[1] could deduct the cost of expenses paid with PPP proceeds that are forgiven under Section 1106 of the CARES Act. Answer: No.

[1] For details about the PPP, please refer to our COVID-19 resource page, https://www.wtplaw.com/practices/covid-19.

Client Alert: Tax Implications of Coronavirus Pandemic

Whether your organization has applied for a loan under the Paycheck Protection Program (“PPP”) made available under the Coronavirus Aid, Relief, and Economic Securities Act (“CARES”) or not, you should be aware of tax relief that may be available to you.  Tax relief may be available under CARES, The Families First Coronavirus Response Act (the "FFCRA"), and/or recent IRS pronouncements.

Client Alert: Extended Tax Deadlines – Details Matter

We have received inquiries about the possible extension of tax payment and tax filing deadlines in response to Covid-19, as well as some misstated rumors. This client alert is intended to clarify the current state of tax payment and filing deadlines at the federal level and at the Maryland level. 

Opportunity Zone Regulations: Round 2

“Good things come to those who wait…”

At long last, on April 17, 2019, Treasury released its second set of proposed regulations providing guidance on Opportunity Zones. (Available here). These proposed regulations answer some questions about how operating businesses can take advantage of the Opportunity Zones. Of particular note and as highlighted below, Treasury provided much needed guidance and flexibility regarding leased property.

What You Should Know About Qualified Opportunity Zones

The 2017 Tax Cuts and Jobs Act established the Qualified Opportunity Zone program to provide a tax incentive for private, long-term investment in economically distressed communities (Sections 1400Z-1 and 1400Z-2 of the Internal Revenue Code). Investors in these programs can defer and, potentially, reduce tax on short or long term capital gains (“Gains”) by investing in a Qualified Opportunity Zone Fund (an “OZ Fund”).

Chamber seeks changes to Md.'s business tax structure

Whiteford, Taylor & Preston’s Herman Rosenthal, a Senior Tax Partner who serves as Co-Chair of the Maryland Chamber of Commerce Tax Policy Committee, spoke before the Maryland Economic Development and Business Climate Commission on Wednesday, September 9.  Appearing with Chamber of Commerce colleagues,  Rosenthal advised that the Commission could improve Maryland’s business climate by recommending certain major tax reforms and taking a position against combined tax reporting.  A full report appeared on the front page of the September 10 issue of The Daily Record.

IRS Releases Anticipated Guidance for 2012 Offshore Voluntary Disclosure Program; Announces New Compliance Procedures for Low-Risk U.S. Citizens Residing Abroad

In a continued effort to combat offshore tax evasion and increase international compliance, on June 26, 2012, the Internal Revenue Service  provided updated guidance to the 2012 Offshore Voluntary Disclosure Program (the “2012 OVDP”), and announced that new compliance procedures will be available for certain non-resident taxpayers effective September 1, 2012

Client Alert: June 30 Deadline for Foreign Bank Account Reporting (FBAR) Requirements

This is a reminder that U.S. taxpayers with a financial interest over foreign financial accounts exceeding $10,000 in the aggregate at any point during the 2010 tax year must file a Form TD F 90-22.1 with the Internal Revenue Service (IRS) by June 30, 2011. The form must be received by the IRS by such date rather than postmarked by such date. The IRS has recently expanded the group of persons subject to the filing requirement and has also provided a new opportunity for U.S. taxpayers to file FBARs for prior years without incurring penalties.

2003 Maryland Legislative Update: Part 2

Personal Representatives – Election for Modified Administration (10/1/03). Increases the availability of modified estate administration, providing a streamlined version of the probate process.

Modified Administration – Final Report and Distribution – Extension (10/1/03). The new Bill is intended to make modified administration more user friendly. Modified administration under prior law required that a final report be filed within 10 months after the appointment of the personal representative and that final distribution of the estate occur within 12 months. The prior law did not permit extensions and failure to meet either of the deadlines revoked modified administration, thereby requiring the filing of an inventory and account. The new Bill provides for a 90-day extension of both time limits if a consent is: (1) signed by the personal representative and by each interested person, and (2) is filed within 10 months after the appointment of the personal representative. This Bill applies to estates of decedents dying on or after October 1, 2003.

2002 Maryland Legislative Update, Part 2

Each year the Maryland Legislature enacts a number of laws which impact in various degrees on the personal and business lives of people living in or doing business in the State of Maryland. The General Assembly adjourned on April 8, 2002, and the Session actively concluded when the Governor enacted legislation into State law during four separate signing ceremonies on April 9, April 25, May 6 and May 16.

A Record 87 Whiteford Attorneys Listed in Best Lawyers in America 2024, Ten Selected as “Ones to Watch”

87 lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2024 (copyright 2023 by Woodward/White, Inc., of Aiken S.C.). New practice areas of recognition include CleanTech Law and Entertainment and Sports Law. The lawyers selected are based in the firm’s Delaware, Maryland, Pennsylvania, Virginia and Washington offices. Client comments are posted on the Best Lawyers website, at bestlawfirms.com.

73 Whiteford Attorneys Listed in Best Lawyers in America 2023, Six Selected as “Lawyer of the Year”

73 lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2023 (copyright 2022 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Delaware, Maryland, Pennsylvania, Virginia and Washington, D.C. offices. Client comments are posted on the U.S. News & Best Lawyers web site, at bestlawfirms.com.

International Tax Attorney Joins Whiteford

Whiteford Taylor & Preston announced today that Mario A. de Castro, an international tax attorney with over twenty years of experience on international, corporate, and tax matters, has joined the firm.  

U.S. News Awards Top-Tier Rankings to Record 45 Whiteford Practices, Including 21 Nationally

Whiteford, Taylor and Preston is pleased to announce that U.S. News and World Report - Best Lawyers ® “Best Law Firms” has awarded the firm exemplary rankings for 2022.  Twenty-one of the firm’s practices are ranked at the national level, and the firm’s bankruptcy and Construction Litigation practices have been recognized with national Tier 1 rankings. At the state level, new recognitions include Admiralty & Maritime Law, Nonprofit/Charities Law, Patent Law and Privacy and Data Security Law.

75 Whiteford Attorneys Listed in Best Lawyers in America 2022, Eight Named “Ones to Watch”

A record 75 lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2022 (copyright 2021 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Delaware, Maryland, Pennsylvania, Virginia and Washington offices. Client comments are posted on the U.S. News & Best Lawyers web site, at bestlawfirms.com.

U.S. News Awards Top-Tier Rankings to 44 Whiteford Practices, Including a Record 22 Nationally and 10 Newly Ranked in Richmond

Whiteford, Taylor and Preston is pleased to announce that U.S. News and World Report - Best Lawyers® “Best Law Firms” has awarded the firm exemplary rankings for 2021. Twenty-two of the firm’s practices are ranked at the national level, and the firm’s Bankruptcy and Environmental Law practices have been recognized with national Tier 1 rankings.

71 Whiteford Attorneys Listed in Best Lawyers in America 2021, Six Named “Lawyer of the Year”

A record 71 lawyers from Whiteford, Taylor & Preston have been selected by their peers for inclusion in The Best Lawyers in America® 2021 (copyright 2020 by Woodward/White, Inc., of Aiken S.C.). The lawyers selected are based in the firm’s Delaware, Maryland, Pennsylvania, Virginia and Washington offices. Client comments are posted on the U.S. News & Best Lawyers web site, at bestlawfirms.com.

U.S. News Awards Top-Tier Rankings to 42 Whiteford Practices, Including a Record 20 Nationally and 10 Newly Ranked in Richmond

Whiteford, Taylor and Preston is pleased to announce that U.S. News and World Report - Best Lawyers ® “Best Law Firms” has awarded the firm exemplary rankings for 2020.  Twenty of the firm’s practices are ranked at the national level, including two bankruptcy practices with national Tier 1 rankings.  At the state level, an additional forty-two practices have been ranked in Maryland, Washington, D.C., and VA.
 

Highly Regarded Tax Attorney Elizabeth Atkinson Joins Whiteford

Whiteford Taylor & Preston announced today that Elizabeth J. Atkinson, a tax attorney with over twenty-five years of experience providing legal counsel on complex business transactions and tax controversy matters, has joined the firm.

U.S. News Awards Top-Tier Rankings to 46 Whiteford Practices, Including 18 Nationally

Whiteford, Taylor & Preston is pleased to announce that U.S. News and World Report - Best Lawyers ® “Best Law Firms” has awarded the firm exemplary rankings for 2019.  Eighteen of the firm’s practices are ranked at the national level, including two practices with national Tier 1 rankings:  Litigation and Bankruptcy.  At the state level, an additional forty-six practices have been ranked in Maryland, Washington, D.C., and VA.

Whiteford Ranks National Tier 1 in Litigation, Bankruptcy and Real Estate

Baltimore – Whiteford, Taylor & Preston is pleased to announce that U.S. News and World Report - Best Lawyers ® “Best Law Firms” has awarded the firm exemplary rankings for 2018.  Nineteen of the firm’s practices are ranked at the national level, including three practices with national Tier 1 rankings:  Litigation, Bankruptcy and Real Estate.  At the state level, an additional fifty practices have been ranked in Maryland, Washington, D.C., and VA.

Whiteford, Taylor & Preston Recognized as National Tier 1 by U.S. News and World Report

The 2017 edition of U.S. News and World Report - Best Lawyers ® “Best Law Firms” has awarded Whiteford, Taylor & Preston LLP exemplary ratings in its seventh annual rankings of law firms.

Twenty of the firm’s practices were ranked at the national level, as well as thirty-seven in Maryland, ten in Washington, D.C., and two in Roanoke, VA.

Band 1 Ranking for Private Wealth Law Practice

Whiteford, Taylor & Preston’s Private Wealth Law practice is newly ranked Band 1 by Chambers and Partners in its 2016 High Net Worth Guide, released on June 24. According to one local lawyer, quoted anonymously in Chambers’ profile of the firm, “If I was a high net worth individual I would be going to Whiteford Taylor.” Ed Fee, also ranked Band 1, is cited as a notable practitioner.  Click here for details.

Karen Syrylo to Present at Whiteford, Taylor & Preston and Watkins, Meegan, Drury's Computer Services Tax Event on March 11, 2008

The Maryland Chamber of Commerce's State Taxation Consultant Karen T. Syrylo will join the list of presenters for Whiteford, Taylor & Preston LLP and Watkins, Meegan, Drury & Company LLC's Computer Services Tax Event on Tuesday, March 11, 2008. Held on the eve of Maryland's hearings on measures to revise, limit or repeal the Computer Services Tax from 3:30 to 6:00 p.m. at WTP's offices (7 Saint Paul Street, Baltimore, MD 21202), the event will be moderated by Heather A.