Tax

Guiding Growth, Transformation, and Opportunity

The Michael Best Tax team brings deep experience advising businesses, individuals, and organizations on the full spectrum of tax issues. Effective taxation work includes both comprehensive planning based on continually changing tax laws and resolution of tax controversies. We help clients in these areas and act as a source of guidance on any tax issue.

We represent Fortune 1000 and other corporations, partnerships, government agencies, nonprofit organizations, trade associations, and individuals in a wide variety of business and personal tax matters at the federal, state, and local levels.

Clients look to our interdisciplinary team for their diverse tax needs, such as:

• Mergers & Acquisitions
• Qualified Small Business Stock (QSBS) planning
• State and local tax issues, including representation in a full range of planning, audit, and contested matters
• Corporate taxes, including federal consolidated return and state combined reporting issues
• Partnership tax issues, including profits interest/carried interest awards
• Multistate apportionment and sales factor sourcing, including “cost of performance,” “market,” and equitable apportionment issues
• Multistate sales and use taxes
• IRC Section 1031 exchanges
• Federal and state new market tax credit, historic tax credit, low-income housing tax credit, energy credits, and other tax credit financing transactions
• Federal tax controversies
• Trial and appellate tax litigation, including, on an ongoing basis, cases before the Wisconsin Tax Appeals Commission, and all Wisconsin courts
• Tax law policymaking, including development and review of proposed legislation, as well as administrative regulations

Best Law Firms

Ranked National Tier 2 for Litigation and Controversy - Tax

Best Law Firms

Ranked Madison Tier 1, Milwaukee Tier 1 for Tax Law

BTI Client Service A-Team

Our Approach: Collaborative, Efficient, and Business-Focused to Maximize Results

At Michael Best, we take a proactive approach to tax planning and work to optimize the structure of transactions such as mergers and acquisitions, joint ventures, spin-offs, and related transactions, ultimately achieving maximum tax efficiency. Throughout every tax engagement, we consider not only the client’s immediate tax concerns, but their entire business, as we craft an effective solution.

Our attorneys provide comprehensive tax compliance support and represent clients before all taxing authorities. We monitor proposed tax law changes at all levels in order to keep our clients well informed. When new laws emerge, we implement innovative strategies to minimize negative impacts and capitalize on any opportunities these changes bring.

Michael Best’s approach to tax law is grounded in a deep history. For decades, many of the firm’s most prominent attorneys have been tax lawyers who played leading roles both in representing clients and in formulating tax policy. Our attorneys author numerous leading national and state tax publications, including The Complete Guide to Wisconsin Sales and Use Taxes; teach tax law at institutions such as the University of Wisconsin Law School; and regularly present at tax conferences across the United States.

Comprehensive Support for Every Tax Need

Tax Controversy and Litigation

Helping clients resolve controversies related to federal and state taxes (primarily corporate net income and franchise taxes, sales and use taxes, gross receipts taxes, and excise taxes), including proceedings before the IRS, state departments of revenue, state tax commissions, and the courts.

Tax Planning

Strategic counsel on the federal, state, and international tax law implications of a wide variety of M&A, IP, real estate, and other transactions, and on the most tax-beneficial deal structures. We also help clients seek advance rulings from taxing authorities; utilize tax credit financing and incentives; and monitor, influence, and challenge new tax laws.

State and Local Taxation (SALT)

Advising clients on a wide variety of issues related to state and local corporate and partnership income, franchise, personal income, excise, property, and sales and use taxes, including multistate tax issues.

Nonprofit & Social Enterprises

Counseling nonprofits (including public charities and private foundations) on obtaining and protecting tax-exempt status, governance and fundraising rules, executive compensation, nonprofit joint ventures and M&A, and converting from tax-exempt to taxable status (or vice versa), as well as on other day-to-day matters.

Tax Credit Financing

Advising nonprofit and for-profit clients on structuring and negotiating tax credit financing transactions, including transactions that layer multiple incentive arrangements. We represent both developers and investors of such tax credits.

Tax Planning

Tax Controversy and Litigation

Tax Planning

State and Local Taxation (SALT)

Nonprofit & Social Enterprises

Tax Credit Financing

Tax Controversy and Litigation

Helping clients resolve controversies related to federal and state taxes (primarily corporate net income and franchise taxes, sales and use taxes, gross receipts taxes, and excise taxes), including proceedings before the IRS, state departments of revenue, state tax commissions, and the courts.

Proven Results Across Industries and Deal Types

Our team has successfully represented clients in:

Represented a national health insurance company in a case addressing the validity of a settlement agreement between our client and the Internal Revenue Service. We successfully argued, and the court held that the IRS could not attempt to change the meaning of its agreement with a taxpayer.

Represented a telecommunications company on its $650 million sale transaction to a strategic buyer, including a complex pre-closing restructuring, compliance with IRC Section 280G shareholder approval requirements, design and implementation of incentive arrangements, and other tax-sensitive issues.

• Major state and local tax litigation, including cases involving the sourcing for apportionment purposes of receipts from intangible income, and the sales and use tax treatment of transactions facilitated through internet platforms.
• Ongoing buy-side representation of fundless sponsors in their acquisitions of target companies, addressing carried interest structures, sophisticated distribution waterfalls with catch-up tiers and MOIC hurdles, tax-efficient rollover strategies for target shareholders, and qualification for Qualified Small Business Stock (QSBS) benefits.
• Ongoing representation of clients undertaking M&A transactions, including business sales involving pre-closing “F” reorganizations, stock and asset dispositions, division sales, tax-free and taxable mergers of significant complexity.