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Proactive Tax Planning for Entrepreneurs and Small and Medium-Sized Businesses

In addition to advocating for and defending business taxpayers in tax disputes with the IRS or the Tennessee Department of Revenue, DPS Legal Counsel can advise and counsel clients with their tax planning, including the following:

Personal Tax Planning for Entrepreneurs and Business Owners – The range of tax issues that confront individuals is quite large. Tax issues arise in areas of compensation, real estate transactions, divorce, bankruptcy, choice of domicile, investments, the purchase of certain assets, and other matters. DPS Legal Counsel can assist you in situations in which you are entering into a new transaction or making a change with respect to which you are concerned that tax planning might be in order. DPS Legal Counsel would also be glad to meet with you to review your current tax situation, including your recent tax returns to see if there are opportunities for tax planning and potential savings.

Business Entity Tax Planning – Tax planning for companies that are engaged in business is important throughout their entire life cycle. At the outset, a fundamental decision in business tax planning is the appropriate form of entity that should be chosen for the operation of the business, whether it be a S corporation, a C corporation, a general partnership, a limited partnership, a limited liability company, or or other entity. In addition to federal tax issues that arise from the choice of business form, there often are state tax issues that must be considered. Once an business entity has been formed, tax planning for the operations of the business continue. Day-to-day business transactions, such as the making of various agreements with vendors, suppliers, employees, and customers may give rise to tax issues that should be considered. One prime example of operational phase tax planning for businesses is the proper treatment of workers for tax purposes as either employees or independent contractors. A thorough review of the various factors considered by the Internal Revenue Service in determining whether a worker is an employee or an independent contractor may be justified, depending on the circumstances of the company. In addition to general operational matters of a business that may require tax planning, business dispositions must be carefully structured to ensure the proper and best tax treatment expected by the parties to the transaction. Mergers, acquisitions, stock sales, asset sales–all such major business transactions should only be undertaken after careful tax planning and structuring of the deal. DPS Legal Counsel would be happy to discuss how it can assist you with your business tax planning.

IRS and Tennessee Audit and Controversy Representation for Entrepreneurs and Small and Medium-Sized Businesses

IRS Personal Income Tax Audits – The Internal Revenue Service audits a large number of personal income tax returns each year. The commencement of a personal income tax audit may be due to any number of reasons, ranging from a random audit to an audit based on certain specific characteristics of a particular income tax return to an audit based on information relating to an individual taxpayer gleaned by the IRS from third-party sources. If a taxpayer receives an IRS notice that his return is the subject of an audit, he should immediately contact an attorney familiar with tax matters to represent him. Going into an IRS audit unrepresented can prove to be a costly error for a taxpayer, and delay in engaging counsel to represent you before the IRS is not a good strategy to pursue. Dan Smith of DPS Legal Counsel would be glad to talk with you to discuss your various legal options if you have received an audit letter from the IRS. Upon engaging DPS Legal Counsel to act on your behalf as your taxpayer representative, you will have a zealous advocate whose sole objective is to obtain the best possible resolution of your IRS audit. Call today if you would like to speak with a Nashville area attorney who can represent you with respect to an IRS audit.

IRS Business Income Tax Audits – In addition to personal income tax returns, the IRS regularly audits business tax returns, such as income tax returns filed by C corporations, S corporations, general and limited partnerships, and limited liability companies. The range of issues posed by IRS audits of business returns is great. For example, the IRS may challenge whether certain expenses incurred by the business are currently deductible or should be capitalized over a number of years. If your business is notified by the IRS that one or more of its tax returns is to be examined, get in touch with DPS Legal Counsel to discuss your situation.

IRS Estate or Gift Tax Audits – Certain estates of deceased individuals are subject to federal estate taxes. Additionally, certain lifetime transfers of wealth are subject to federal gift taxes. If you receive notice that an estate tax return in which you are interested has been selected for examination or if you receive notice that certain gifts or gift tax returns are being questioned by the IRS, you should speak to tax counsel promptly about representation with respect to the actions taken by the IRS. DPS Legal Counsel would be glad to discuss the particulars of the estate or gifts in question and to act as your taxpayer representative with respect to the required interaction with the IRS.

IRS Tax-Exempt Bond Audits – Although Internal Revenue Service audits of tax-exempt bonds are similar to other IRS audits, they are also different in how they are conducted. The taxpayer himself does not typically interact with the IRS on an audit of tax-exempt bonds. Rather, the interest of the taxpayer is represented by the issuer of the bonds or the borrower. Bond audits are generally high-stakes undertakings, due to the usually large dollar amounts involved and to the possibility that bonds held by the public or by large funds might be declared to be taxable. If you are an official with a governmental entity or conduit issuer who has received an IRS notice of an audit with respect to certain tax-exempt bonds that your entity has issued, you should take immediate action to engage tax counsel to represent you in the audit. Bond counsel may not be the best choice of tax audit counsel, due to the possibility of a conflict of interest. Indeed, the IRS routinely requires that bond counsel that acts as tax audit counsel provide a waiver of a possible conflict of interest from the issuer. DPS Legal Counsel would be pleased to speak with you about the possibility of representing you with respect to the audit of tax-exempt bonds that your entity has issued.

Tennessee Tax Audits – The Tennessee Department of Revenue administers the various taxes imposed on taxpayers under Tennessee law, and is the state-level equivalent of the Internal Revenue Service. The Tennessee sales and use tax, the Tennessee franchise and excise tax, and the Tennessee inheritance tax–these and other state and local taxes make tax planning and the potential for tax problems not just a matter of dealing with the Internal Revenue Code. You must also take into account the universe of state and local taxes. State and local tax issues often raise complex constitutional issues that must be addressed in addition to a focus merely on interpreting the statutory and regulatory provisions of Tennessee tax law. The federal commerce clause and equal protection clause may become central issues in tax disputes that regional or national businesses have with the Tennessee Department of Revenue. DPS Legal Counsel is available to counsel you, advise you, and represent you or your business with respect to the application of state and local tax laws on your transaction or business.

IRS Collection Actions – In addition to IRS audits in which the existence or amount of a tax deficiency is generally at issue, IRS collection actions on tax assessments against a taxpayer represent another arena in which taxpayers interact in an adversarial context with the IRS. The IRS has a number of bows in its quiver when seeking to collect a delinquent tax liability, including federal tax liens, levies, and garnishments. If you are the subject of an IRS collection action, it may be possible, depending upon the facts of your situation, to negotiate or work out an arrangement with the IRS that is more beneficial to you than if you took no affirmative action with respect to the collection efforts of the IRS. If you are the subject of a collection action by the IRS, please get in touch with DPS Legal Counsel to discuss your options, which, under the circumstances, might include an offer in compromise or a request for innocent spouse relief. If you reside in the Nashville area or elsewhere in the State of Tennessee, DPS Legal Counsel is ready to work with you on your IRS legal problems.


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Middle Tennessee Office (and mailing address):
1616 Westgate Circle
Brentwood, Tennessee 37027
615.467.6385 (fax)

West Tennessee Office (by appointment only):
273 N. Highland Avenue
Jackson, Tennessee 38301