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Tax Issues and Planning to Consider Before Year-End 2021

This annual client alert briefly highlights certain tax issues and planning that hedge fund managers and high-net-worth individuals should consider (or reconsider) before the end of 2021. Although year-end tax planning is always important, the potential increase in tax rates in 2022 and other potential tax changes make it even more important this year-end. The…

Client Alerts | December 7, 2021 | High Net Worth Individual Planning | Hedge Funds | Private Equity Funds

All Aboard! The Train Is Speeding Along: Transition from LIBOR – What Market Participants Need to Know About CME Term SOFR Licenses

As discussed in our January 29, 2021 client alert, the ICE Benchmark Administration will cease to publish the most widely used tenors of the USD LIBOR benchmarks on June 30, 2023.1 Additionally, financial institutions have been advised not to utilize the most widely used tenors of the USD LIBOR benchmarks for any financial products that…

Client Alerts | October 26, 2021 | Securities and Corporate Finance | Special Situations and Credit | Derivatives

Update: Ways and Means Committee Proposes New Legislation

Kleinberg Kaplan recently sent a Trusts & Estates Client Alert discussing potential changes to the tax law that were proposed by the House Ways and Means Committee (click here for the Client Alert). A recent report issued by the House Budget Committee regarding the proposals has important implications concerning the proposed provisions related to grantor…

Client Alerts | October 6, 2021 | Estate Planning and Administration | High Net Worth Individual Planning

Ways and Means Committee Proposes New Legislation

The House Ways and Means Committee recently released a draft of the tax portion of the proposed reconciliation bill. Some of the proposals affecting individual taxpayers, estates and trusts are described below. Termination of Temporary Increase in Gift and Estate Tax Exclusion Amount The gift and estate tax exclusion amount is presently $11.7 million (indexed…

Client Alerts | September 28, 2021 | Estate Planning and Administration | High Net Worth Individual Planning

Guidance Recently Issued on New York State’s New Elective Pass-Through Entity Tax

Tax Planning for Fund Managers and Other High-Net-Worth Individuals Earlier this year, New York State enacted a new elective pass-through entity tax (the “PTET”). The PTET generally allows individuals who are members of pass-through entities to effectively receive a federal deduction for New York State income taxes that they would otherwise not be able to deduct. On…

Client Alerts | September 1, 2021 | Hedge Funds | Private Equity Funds

SEC Increases “Qualified Client” Standards

On June 17, 2021, the U.S. Securities and Exchange Commission (the “SEC”) issued an order (the “Order”1) increasing the dollar amount tests in order to qualify as a “qualified client” in Rule 205-3 (the “Rule”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). As described below, these changes will be effective…

Client Alerts | August 2, 2021 | Investment Management | Hedge Funds | Private Equity Funds

SEC Enforcement Action Against SPAC, Sponsor, Merger Target, and CEOs for Misleading Statements

Background On July 13, 2021, the U.S. Securities and Exchange Commission (the “SEC”) filed an administrative enforcement action and announced a settlement with Stable Road Acquisition Corp. (“Stable Road”), a special purpose acquisition company (“SPAC”); SRC-NI Holdings, LLC, Stable Road’s sponsor (the “Sponsor”); Brian Kabot, Stable Road’s Chief Executive Officer and the Sponsor’s managing member (“Kabot”);…

Client Alerts | July 23, 2021 | Securities and Corporate Finance

Manichean Struggle: Reverse Veil-Piercing Authorized in Delaware

A recent decision from the Delaware Chancery Court has established, for the first time, that the remedy of reverse veil-piercing is recognized under Delaware law. The decision, Manichean Capital, LLC v. Exela Technologies, Inc., resolves a dispute regarding the availability of reverse veil-piercing and augments the remedies for minority shareholders dissenting from a merger. Background…

Client Alerts | June 2, 2021 | Creditors’ Rights and Bankruptcy Litigation

Mapping the Harbor: Additional Interpretation of the Bankruptcy Safe Harbor

A series of decisions (and a recent brief) have highlighted some of the new issues that are arising in Safe Harbor litigation. In particular, they show how the courts are wrestling with questions concerning: Which entity in a complex transaction is considered the “initial transferee” for Safe Harbor purposes? How are courts interpreting the Safe…

Client Alerts | March 24, 2021 | Creditors’ Rights and Bankruptcy Litigation