Overview
The most important lesson a business may need to learn is that no matter what transaction it engages in, no matter what business it conducts, the Internal Revenue Service (the "IRS") is always a silent (and eventually a not-so-silent) partner. When Company A purchases Company B, both companies need to understand that there are three parties to the transaction: Company A as the buyer, Company B as the seller and the IRS. The complex array of federal and state tax laws impact virtually every aspect of daily business operations and strategic planning. Tax-exempt entities such as retirement plans and ESOPs have similar concerns relating to maintenance of their tax-exempt status and the application of the unrelated business income tax.

Our Services
Johanson Berenson LLP advises clients with respect to a wide-ranging number of federal and state tax matters. We have represented clients before the IRS as well as state tax agencies in a number of states around the country.

We provide regular tax counseling on the following topics:

• The organization, operation, reorganization, division and dissolution of publicly-traded and closely-held held corporations, partnerships and limited liability companies.
• Taxable and tax-free acquisitions and dispositions of corporate assets and stock.
• Executive compensation arrangements, stock options and employee benefit plans.
• Audit and classification concerns of employees and independent contractors.
• Real estate activities.
• Organization, taxation and operation of tax-exempt organizations.
• Estate and gift taxation and income taxation of estates and trusts.