Business Services

Best Best & Krieger offers dedicated expertise on taxation affecting a diverse clientele -- individuals, sole proprietorships, limited and general partnerships, LLCs, corporations, and public agencies.

The firm's tax attorneys combine a discriminating understanding of complex and ever-evolving tax law with pragmatic creativity in advising clients on structuring business transactions and solving their tax disputes.

Tax-Exempt Nonprofit Organizations

Our tax-exempt non-profit practice services both private and public clients.  Our attorneys have significant experience in advising clients in all aspects pertaining to the organization and operation of non-profit public benefit corporations, non-profit mutual benefit corporations, non-profit religious corporations, and non-profit private foundations.

Our attorneys are well-versed in the corporate, tax and government laws affecting non-profit organizations, and we draw on the vast resources of our business and public law attorneys to ensure that all organizational and operational matters affecting tax-exempt non-profit organizations are competently addressed.

We advise on the organizational documents and tax-exempt applications ensuring compliance with the corporation and tax codes (and the government code for our public clients).  We also counsel clients on statutory and regulatory compliance matters, including satisfying the public support tests, minimizing unrelated business taxable income activities, avoiding conflicts of interest, and discharging fiduciary obligations.

Tax Litigation and Controversy

BB&K's tax litigation and controversy group is spearheaded by seasoned tax litigators whose decades of experience in working "both sides of the table" offers our clients the decisive edge not only in negotiating and litigating favorable resolutions of tax disputes, but also in quantifying and qualifying the tax audit risks attendant to the structure, negotiation and implementation of business transactional and consulting solutions.

We have extensive experience and expertise in handling tax audits of tax-exempt non-profit organizations (including appeals of federal and state adverse determinations on tax-exempt status and property tax exemption) and tax-exempt employee benefits and retirement plans and arrangements (including appeals of IRS and ERISA adverse determinations on plan qualification and prohibited transactions).

We argue our clients' cases before virtually every federal and California tax authority --  the Internal Revenue Service, the Franchise Tax Board, the Board of Equalization, the Employment Development Department, and the County Assessor's office -- at both the initial audit and on appeal.  We also litigate unresolved tax disputes before the Tax Court, the District Court, the Ninth Circuit Court of Appeals, and the Bankruptcy Court.

Tax Transactions and Consulting

Our tax attorneys analyze, structure and implement numerous business formations, transactions, combinations, liquidations, and financing.

We provide tax counsel on the appropriate form of:

• incorporating business entities
• corporation-shareholder transactions (including dividends and redemptions)
• employment and deferred compensatory arrangements (including stock options, severance plans and equity incentive arrangements)
• debt and equity financing (including convertible securities and other hybrid instruments, and stock and debt offerings coupled with warrants)
• ESOPs (including its use for acquisitions and as a shareholder exit vehicle)
• favorable alternatives for entity liquidation and dissolution

We also advise on the tax aspects of:

• taxable and tax-free reorganizations
• mergers and acquisitions
• corporate divisional transactions (including spin-offs and split-ups of corporate lines of businesses or assets)
• real estate transactions
• bankruptcy and insolvency workouts for financially-troubled businesses
• tax-oriented limited partnership or LLC offerings
• business-oriented joint ventures
• litigation settlement awards