OUR GENEROUS SPONSORS FOR APRIL ARE:

Thank you!

Steven B. Gorin is a partner in the St. Louis office of the law firm of Thompson Coburn LLP, which also has offices in Chicago, Los Angeles, and Washington, D.C.  He is a past chair of the Business Planning Group of committees of the American Bar Association’s Real Property, Probate, Trust & Estate Law Section (“RPTE”), a past chair of the Business Law Section of the Bar Association of Metropolitan St. Louis, and a member of the Business Planning Committee of the American College of Trust and Estate Counsel, including past chair of the Business Planning Committee’s subcommittee on pass-through entities and ACTEC’s task force on material participation by trustees.

Steve had 8 years of experience as a CPA before practicing law, including service as a partner in a local CPA firm.  His business income tax experience complements his knowledge of legal business structure and estate planning.  Steve has lectured around the country on structuring closely held businesses and on the 3.8% tax on net investment income.

He has participated in comments to the IRS and Congress on issues involving closely-held businesses.  Subsequent law changes include making automatic (rather than requiring an election to be filed) the rule that all family members are treated a single shareholder in counting S corporation shareholders for purposes of the 100-shareholder limitation, as well as the rule that trusts that receive bequests of stock from a revocable trust that made a Code § 645 election are treated as trusts created under a will.  Regarding comments to the government on material participation of trusts, which has become more important in light of the 3.8% tax on net investment income, he led ACTEC’s task force and was a key participant for the ABA Section on Taxation.

Steve Gorin’s Outline for April 20^th Meeting

Income Tax Exit Strategies for Business Owners:

I.    Avoiding capital gain tax when selling to key persons using a seller-financed sale (and other benefits of the business    structure that produces this result)

         A.Compare and contrast result using normal C corporation stock, C corporation stock that qualifies for the exclusion    from gain on sale recently made permanent, S corporations, and partnerships (15 mins.)

        B.Using a structure that avoids self-employment tax and minimizes exposure to net investment income tax while maximizing favorable exit strategies (10 mins.)

II.   Securing inside basis step-up when selling or bequeathing business interests

         A.Using a partnership to obtain a basis step-up (5 mins.)

          B.Comparing an S corporation to a partnership (5 mins.)

III.    Attaining basis step-up for real estate with little or no estate tax

          A .Income tax compared to estate tax (5 mins.)

         B.Leveraged strategies to obtain a basis step-up with minimal estate tax (10 mins.)