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PHILIP S. GROSS

PARTNER

ADDRESS

551 Fifth Avenue, 18th Floor
New York, NY 10176

DIRECT DIAL

212.880.9828

EMAIL

pgross@kkwc.com

Phil Gross chairs the firm's Tax Department and advises clients on the taxation (federal, state, local and international) of hedge funds and private equity funds, including domestic funds, offshore funds, and funds-of-funds and real estate funds. Phil counsels clients on structuring (and restructuring) funds, structuring investment managers and general partners, compensating managers and employees, investing in funds and seeding managers, and on the taxation of financial instruments. He also advises clients on how to avoid being subject to ERISA and what to do if they are, how to plan and structure securities transactions, foreign investment in U.S. real estate, nonqualified deferred compensation, and numerous other tax issues.

New York Super Lawyer of 2014 and 2015.

EDUCATION

New York University School of Law (LL.M. in Taxation, 1989)
Certified Public Accountant, New York 1989
Vanderbilt University School of Law (J.D., 1986)
College of William & Mary (B.B.A., 1983) (beta gamma sigma)

BAR ADMISSION

1988, New Jersey
1990, New York
1992, U.S. Tax Court

LECTURER

“The New Partnership Audit Rules and Their Impact on Investment Partnerships,” New York State Society of Certified Public Accountants, speaker, January 2017

“Exploring the Future of 457A: How to Move Forward Without Offshore Fee Deferrals,” 18th Annual Advanced Hedge Fund Tax Forum, Financial Research Associates, speaker, November 2016

"Tax Considerations When Making Seed Deals and Mergers and Acquisitions of Managers," The Private Investment Fund Tax Master Class, Effective Hedge Fund Tax Practices, co-speaker, May 2016

"Alternative Investing Mid-Year Tax Update," EisnerAmper Webinar, May 2016

"Impact of New Partnership Audit Rules," Goldman Sachs 2nd Annual Prime Services GC/CCO Conference, co-speaker, March 2016

”What Should Investment Partner Professionals be Thinking of?” co-speaker, NYSSCPA Taxation of Financial Instruments and Transactions & DMS Webinar, co-chair, January 2016

“Basic Tax Considerations Affecting Hedge Funds," Hedge Fund Tax 101, Financial Research Associates, January 2016

“Taxation of Peer-to Peer Lending and Debt Instruments”, co-speaker, Effective Hedge Fund Tax Practices, Financial Research Associates, November 2015

“Management Compensation & Incentive Allocations – Mastering the Basic’s," co-speaker, Private Equity Tax 101, Financial Research Associates, December 2015

"Compensation: Trends and Strategies in Structuring Manager and Employee Compensation”, The Private Investment Fund Tax Master Class – Effective Hedge Fund Tax Practices, Financial Research Associates, co-speaker, June 2015

"Trader vs. Investor and Trade or Business Income”, Hedge Fund Tax 101, Financial Research Associates, speaker, January 2015

2015 Taxation of Financial Instruments and Transactions Conference, 2015 NYSSCPA Conference, co-chair, January 2015

“Hedge Fund and Private Equity – Current Tax Developments”, Hot Issues in U.S. Taxation of Financial Products and Financial Institutions, Bloomberg BNA, co-speaker, November 20-21, 2014.

"Structuring Compensation: Trends and Strategies in the Current Environment", Effective Hedge Fund Tax Practices, Financial Research Associates, co-speaker, November 18-19, 2014

“Impact of Revenue Ruling 2014-18 on Compensation of Hedge Fund Managers and Employees,” KKWC Webinar, June 2014

“K-1 Kombat: How Rising Tax liabilities Will Change the Behavior of HNW Investors”, 2014 Private Placement Life Insurance and Variable Annuity Forum, Institute for International Research, June 2014

“How Some Funds are Handling Increasing Tax Rate Burdens”, Private Investment Funds Tax Master Class, Financial Research Associates, May 2014

"FATCA Focus Webinar," Presented by Kleinberg Kaplan and DMS, co-speaker, January 2014

"Multiyear manager compensation; Hedge fund employee compensation," 2014 NYSSCPA Taxation of Financial Instruments and Transactions Conference, co-chair, panelist, January 2014

"Puerto Rico - Taxation, Tax Incentives & Lifestyle," Lawline, co-speaker, November 2013

"Hedge Funds and Private Equity Funds - Current Tax Developments," Hot Issues in U.S. Taxation of Financial Products and Financial Institutions, Bloomberg BNA, co-speaker, November 2013

"The Ins and Outs of Insurance Dedicated Funds," seminar by Kleinberg Kaplan and Concept Capital, co-speaker, July 2013

“The Investment Side of the Equation,” 2013 Private Placement Life Insurance and Variable Annuity Forum, Institute for International Research, co-speaker, June 2013

“Taxation of Fund Investments in Real Estate,” The Private Investment Fund Tax Master Class – Effective Hedge Fund Tax Practices, Financial Research Associates, speaker, May 2013

"Tax and Legislative Update: Making Sure That Your Fund is Prepared for the Upcoming Tax Season," Optimizing Hedge Fund Business Operations Conference, Hedge Fund Business Operations Association, co-speaker, January 2013

"Unrelated Business Taxable Income — What every fund should know," and "State income and state tax withholdings," Hedge Fund Tax 101 and The K-1 Boot Camp, Financial Research Associates and Hedge Fund Business Operations Association, co-speaker, January 2013

"Taxation of Financial Instruments and Transactions Conference," Foundation for Accounting Education, co-chair; co-speaker, "Taxation of Informed Investments," January 2013

"Hedge fund & private equity — Current developments," Current Issues in U.S. Taxation of Financial Products and Financial Institutions, BNA CITE, co-panelist, December 2012

"Taxation of Fund Investments in Real Estate," Effective Hedge Fund Tax Practices, Financial Research Associates, co-speaker, November 2012

“Foreign Account Reporting for Alternative Investment Funds and Their Investors: FBAR and Form 8938,” Thomson Reuters webinar, co-speaker, June 2012

"Tax and Regulatory Update: What Has Changed and How Do These Changes Affect Hedge Funds," Effective Hedge Fund Tax Practices, Financial Research Associates, co-speaker, May 2012

"Unrelated Business Taxable Income -- What Every Fund Should Know," Hedge Fund Tax 101 Seminar, Financial Research Associates, co-speaker, January 2012

"Latest Hedge Fund Tax Issues," Surgent McCoy Webinar, co-speaker, January 2012

"Tax and Legislative Update, Optimizing Hedge Fund Business Operations," Hedge Fund Business Operations Association and Financial Research Associates, co-speaker, January 2012

Taxation of Financial Instruments and Transactions Conference, NYSSCPA conference, co-chair, January 2012

"Equity Derivatives & the HIRE Act" and "Hedge Funds & Private Equity - Current Tax Developments," Hot Issues in Taxation of Financial Products, BNA/CITE Seminar, co-speaker, December 2011

"Unrelated Business Taxable Income," Financial Research Associates, 13th Annual Hedge Fund Tax Practices, co-speaker, November 2011

“Fund Formation,” iGlobal Forum:2nd Alternative Investments Summit, panelist, May 2011

“Unrelated Business Taxable Income,” Private Investment Funds Tax Master Class, May 2011

"Carried Interest and the HIRE Act," NYSSCPA Seminar discussing recent and anticipated tax law changes, co-speaker, January 2011

NYSSCPA"Current Trends in Structuring Funds for Optimum Efficiency," Effective Hedge Fund Tax Practices, Financial Research Associates, December 2010

"Simplifying the Taxation of Passive Foreign Investment Companies," Financial Research Associates Webinar, July 2010

"Unrelated Business Taxable Income -- What Every Fund Should Know," Hedge Fund Tax 101 Seminar, Financial Research Associates, June 2010

"Taxation of Hedge Funds: Onshore and Offshore Concerns," ACI's 6th National Advanced Forum on Regulation and Enforcement of Hedge Funds & Investment Advisers, American Conference Institute, June 2010

"Current Hedge Fund Tax Issues," Viteos Fund Services Annual Hedge Fund Forum, May 2010

"Controlled Foreign Corporations; Impact on Hedge Funds and Private Equity Funds," Effective Hedge Fund Tax Practices, Financial Research Associates, May 2010

"Structuring and Restructuring Funds and Managers in Light of Recent Tax Changes and Proposed Changes," NYSSCPA Taxation of Financial Products Seminar, co-speaker, January 2010

"Current Developments in Taxation Including TALF Issues," NYSSCPA Investment Comany Conference, co-speaker, November 2009

"Avoiding Tax Traps for Investments in Controlled Foreign Corporations and Passive Foreign Investment Companies," Effective Hedge Fund Tax Practices, Financial Research Associates, co-speaker, November 2009

“Tax Consequences of Hedge Fund Structures,” Financial Research Associates Webinar, co-speaker, October 2009

"U.S. Distressed Debt Investing, Structuring Funds to Minimize Doing Business Risks," 2009 Taxation of Financial Instruments and Transactions Conference, Foundation for Accounting Education, Debt Modification Panel, January 2009

"Realizing Your Maximum Potential through Offshore Funds," Institute for International Research’s Hedge Fund & Compliance Forum, June 2008

“Key Tax Issues Affecting Hedge Funds,” Hedge Fund Tax Accounting, and Administration Master Class, FRA, May 2008

“Establishing Investment Management Operations in London — U.S. Income Tax Planning,” FRA Webinar Series, January 2008

“Structuring Offshore Funds for Tax Efficiency and Compliance — Avoiding Costly and Complicated Mistakes When Starting an Offshore Fund,” FRA Webinar Series, December 2007

“Accounting For Uncertainty in Income Taxes — FIN 48,” Effective Hedge Fund Tax Practices, FRA, November 2007

“The Impact of the American Jobs Creation Act of 2004,” Institute for International Research Conference on Tax and Reporting Practices for Hedge Funds, October 2004

PUBLICATIONS

"Hedge Funds - Tax Issues and Planning to Consider Before Year-End"
Bloomberg BNA Daily Tax Report, December 2016

"How to Draft Key Hedge Fund Documents to Take New Partnership Rules Into Account"
The Hedge Fund Law Report, February 2016

"Tax Court Decision Upholding “Investor Control” Doctrine May Nullify Tax Benefits for Some Policyholders Investing in Hedge Funds through Private Placement Life Insurance"
The Hedge Fund Law Report, July 2015

"The Impact of Revenue Ruling 2014-18 on Compensation of Hedge Fund Managers and Employees"
The Hedge Fund Law Report, June 2014

"Tax Practitioners Discuss Taxation of Foreign Investments and Distressed Debt Investments at FRA/HFBOA Seminar (Part Three of Four)"
The Hedge Fund Law Report, January 2014

"Potential Tax Benefits of Private REITs for Hedge Funds and Private Equity Funds"
Marcum Private Investment Forum, Spring 2012

"Tax Issues in Structuring Your Hedge Fund"
Marcum & Kliegman LLP's Private Investment Forum, Second Quarter 2004

"Tax Planning for Offshore Hedge Funds - the Potential Benefits of Investing in a PFIC"
Journal of Taxation of Investments, January 2004

"To Defer or Not to Defer"
Private Investment Forum, First Quarter 2001

"Tax Advantages of the Section 83(b) Election Can Be Significant"
The Journal of Taxation, January 1997

MEMBER

New York State Bar Association (Tax Section, Committee on Taxation of Financial Instruments)
New York City Bar Association (Chair - Committee on Taxation of Business Entities)
Managed Funds Association (Tax Section)
New York State Society of CPAs (Taxation of Financial Products Committee)
The Tax Club

PRACTICE AREAS


ARTICLES, LINKS AND PUBLICATIONS

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