Tax Strategies for Limited Partner Investors in Private Investment Funds
Recording of a 90-minute premium CLE/CPE video webinar with Q&A
This CLE/CPE webinar will provide tax counsel and advisers with a detailed guide to the tax issues of various types of private investment funds, including private equity, venture capital, and real estate funds. The panel will discuss the tax implications of various fund structures, identify potential tax filing and payment obligations, and identify possible strategies for negotiating key fund provisions in both the fund agreement and in side letters.
Outline
- Structures and tax characteristics of private investment funds
- Venture capital
- Fund of funds
- Real estate
- Mezzanine debt
- Tax implications of investment strategies
- Carried interest considerations
- Tax distribution provisions
- Side letters and other negotiation strategies
Benefits
The panel will review these and other important issues:
- What are the structuring options and accompanying tax issues for taxpayers investing in private investment funds?
- How to identify "traps for the unwary" in terms of potential tax filing and payment obligations, both in the U.S. or foreign jurisdictions, and possible protective strategies
- How to design strategies for negotiating key tax provisions, whether in the fund agreement or in side letters
- How to identify and understand liability under subscription letters
- Updates on key changes in fund structure and tax treatment, including management fee waivers and carried interest
Faculty
Matthew E. Foreman, Esq., LL.M.
Partner, Co-Chair Taxation Practice Group
Falcon Rappaport & Berkman
Mr. Foreman co-chairs FRB’s Taxation Practice Group and advises businesses on the tax effects of a variety of... | Read More
Mr. Foreman co-chairs FRB’s Taxation Practice Group and advises businesses on the tax effects of a variety of corporate transactions, including taxable and tax-free reorganizations, mergers, sales, and acquisitions. He designs and implements tax-efficient structures for U.S.-based businesses to expand abroad and invest in foreign joint ventures. Mr. Foreman drafts tax memoranda and opinions on a variety of subjects, including tax-free reorganizations, tax-efficient return of capital to owners, Qualified Small Business stock, and various state pass-through entity taxes. He defends clients from audits from the IRS and various state tax agencies, including appealing audit determinations. Mr. Foreman advises clients on a variety of tax issues related to cryptocurrencies, including initial coin offerings (ICOs), taxability of staking and air drops, and the imposition of Sales and Use taxes on the issuance of non-fungible tokens (NFTs). He drafts tax portions of Operating and Shareholder Agreements for businesses in different industries. Mr. Foreman has extensive experience in a variety of SALT issues, especially New York State residency audits and state Sales and Use tax nexus issues post-Wayfair.
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Michael S. Williams, Esq.
Attorney
Falcon Rappaport & Berkman
Mr. Williams is Senior Counsel with FRB’s Corporate & Securities Practice Group, and with the Cannabis... | Read More
Mr. Williams is Senior Counsel with FRB’s Corporate & Securities Practice Group, and with the Cannabis Practice Group. He has over 10 years of experience specializing as a corporate and securities lawyer and acting as outside counsel and a trusted adviser to public and private companies, individuals, and investment funds. Mr. Williams regularly counsels private companies and individuals on a variety of legal issues. He also has extensive experience representing publicly-traded companies with respect to their ongoing disclosure requirements under the Securities and Exchange Act of 1934 and compliance with the Securities Act of 1933.
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