Practice Emphasis:

Taxation

• Federal income, employment, and unemployment tax;
• Missouri income, employment, and sales tax;
• “Responsible person penalty” or “trust fund recovery penalty” personal liability for Federal (IRC § 6672);
• Personal liability for Missouri employment tax or Missouri sales tax;
• Preplanning for most favorable tax results;
• “Like-kind” exchanges deferring tax imposition on property disposition;
• Tax exempt entities and application for exempt status
• Audit;
• Protest;
• Request for audit reconsideration;
• Request for abatement of penalties;
• Liens and levies;
• U.S. Tax Court dispute of Federal income and employment tax;
• U.S. District Court Federal tax refund suits;
• Administrative Hearing Commission dispute of Missouri income, employment and sales tax;

Tax collection

• “uncollectible” (or “hardship”) status (temporary suspension of enforced collection action based on current inability to pay or make installment payments. This does NOT eliminate the tax liability, but does avoids current enforced collection action such as bank account levies and wage garnishments );
• installment payment agreements to pay taxes over time;
• offers in compromise (payment of less than the full tax liability based on “inability to pay”, “doubt as to liability” or “effective tax administration”);
• subordination of tax liens (e.g., to permit refinancing while a tax lien is in place);
• discharge of property from tax liens ( e.g., to permit sale of a particular property subject to a tax lien without full payment of the tax);
• abatement of penalty based on reasonable cause;
• innocent spouse relief (allocation of liability or relief from liability for a spouse who did not know or have reason to know of tax liability and did not benefit from the income or otherwise inequitable to hold liable);
• injured spouse relief (refund for non-liable spouse from capture of their share of refund);

General business representation

• Business loans (including opinion letters)

Corporate, limited liability companies, limited partnerships and other business entities:

• Formation;
• General representation (annual actions/minutes; annual report, annual CPA opinion letters, etc.);
• Merger;
• Foreign qualification;
• Recapitalization/redemption/share transfer;
• Dissolution; and
• Reinstatement after administrative dissolution;

Real estate

• Purchase and sale;
• Leases;
• Real estate loans (including opinion letters)
• Easements and other agreements;
• Like-kind exchange, IRC § 1031

Transactional

• Buying, selling and mergers of businesses and business entities

Franchise law

• Disclosure and state registration
• Agreements and
• General representation

Estate planning

• Wills, living wills / health care declaration, durable power of attorney and durable health care power of attorney, and trusts.

Intellectual property

• Assisting clients in initially reviewing their needs, and coordinating with outside counsel for trademark, copyright and patents.