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Taxation
 
 
 
The Tax Department at Proskauer Rose LLP counsels domestic, foreign and tax-exempt clients in a broad spectrum of tax issues. For more information about this practice area, contact:
ANDREA S. RATTNER212.969.3812arattner@proskauer.com

Our Tax Department emphasizes its committed and continuing relationships with clients as valued advisors in mergers and acquisitions, asset securitization transactions, bankruptcy restructurings, structured finance, new financial products, tax exemption issues, tax controversy resolution, and cross border transactions. Proskauer also advises clients on employee benefits and executive compensation matters.

We serve clients in planning and structuring taxable and tax-free acquisitions and divestitures of businesses in the most tax-efficient manner.

In asset securitization and real estate transactions, our Tax Department has counseled U.S. and non-U.S. clients on all tax aspects of partnerships, LLCs, REIT and UPREIT structures, low-income housing credit deals, complex lending arrangements involving investment in U.S. real estate, and real estate investments by pension trusts and other tax-exempt entities.

We provide creative tax advice to debtors in and out of bankruptcy, to creditors and their committees and to financial advisors with the objective of minimizing the debtor's tax obligations and maximizing its ability to utilize available tax attributes.

Our tax controversy practice includes representing clients during the tax audit process, in court and at administrative appeals before the IRS and state and local taxing authorities. We also assist clients in obtaining private rulings on a variety of issues from the IRS and from state and local authorities.

In the international arena, Proskauer's tax lawyers advise foreign and U.S. clients on the tax aspects of the acquisition and divestiture of domestic and foreign businesses including the use of joint ventures and the impact of tax treaties.

We counsel many tax-exempt entities, advising them on issues relating to exempt status, UBIT, private foundation rules and fund-raising. This aspect of our practice also extends to plan investment issues and executive employment arrangements for tax-exempt organizations and their executives.

In the employee benefits and executive compensation areas, we advise clients (both entities and individuals) on tax, ERISA and other aspects of qualified and non-qualified plans, welfare and fringe benefit plans, golden parachute and deferred compensation arrangements, stock options and other equity-based arrangements, as well as on all aspects of executive employment agreements.

Clients often seek our advice in connection with purchases, sales, mergers, reductions-in-force, leveraged buyouts and other forms of business acquisitions (and secured lending transactions), as well as with respect to employee benefit plan mergers, spin-offs and asset transfers (including the establishment of a leveraged ESOP as a corporate acquisition device and financing tool).

The Tax Department's Executive Compensation Practice involves all aspects of compensation and benefits for senior executives and other management employees. Our tax lawyers are involved with all types of equity arrangements, such as stock option, restricted stock, and phantom stock plans and arrangements, as well as use of stock in qualified plans and other types of incentive arrangements. In addition to drafting and assuring legal compliance of the plans, we also assist in the design of the arrangements and alert clients to potential accounting issues.  We also handle all types of non-equity executive compensation arrangements, rabbi trusts, and incentive plans.

 
   
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