Insights on Private Companies

The American Rescue Plan Act of 2021 (ARPA) allows employers with fewer than 500 employees to claim refundable tax credits to offset the cost of providing COVID-19-related paid sick and family leave to employees, including leave taken by employees to receive or recover from COVID-19 vaccinations.

Many corporations, limited liability companies, and other similar entities will soon be required to disclose their beneficial owners to the United States government.

2020 was an unprecedented year for business owners. It brought a pandemic, a deep recession, a civil rights movement, and civil unrest in cities across America.

On November 2, the U.S. Securities and Exchange Commission (SEC) adopted final rules relating to the modernization and harmonization of the private offering framework. These rules were initially proposed on March 4, 2020, and were adopted with few changes based on comments received.

Minority owners of a business face unique challenges. With limited or no control over the management and governance of a business, minority owners can be unfairly left in the cold or squeezed out. However, deliberate preparation and negotiation at the initial stages of the business can set up minority owners with the necessary tools to eliminate or reduce many of these difficulties and even avoid future conflict.

Unlike businesses with a single controlling owner or several owners, a 50/50 business by its very nature is ripe for disagreement between its owners. Owners of a 50/50 business will need to proactively consider how to handle disagreements when setting up their business venture and drafting their operating agreement, shareholders agreement, or partnership agreement.

This post explains steps that Illinois LLCs and their majority members can take to protect otherwise privileged communications from disclosure to minority members in advance of and during litigation.

The U.S. House of Representatives earlier today passed H.R. 7010, the Paycheck Protection Program Flexibility Act of 2020, in a 417-1 bipartisan vote.

On April 30, the IRS released guidance providing that Paycheck Protection Program (PPP) loan borrowers may not deduct costs that are paid for with loan proceeds that are forgiven under the Coronavirus Aid, Relief, and Economic Security (CARES) Act.

Earlier today, the U.S. Senate passed a bill appropriating additional funding to the Paycheck Protection Program, which ran out of funds in the middle of last week. The House is expected to pass the measure on Thursday, after which President Trump is expected to sign it into law.

Earlier this week, the IRS released updates on the status of its operations as the COVID-19 outbreak continues and also on the IRS’s new People First Initiative. In addition, Illinois extended its tax filing and payment deadline (but not the deadline to make estimated tax payments) to match the IRS July 15 deadline.

Since last week when we wrote about the “shelter in place” and “stay at home” orders issued in California, New York, and Illinois, many more states have issued similar orders. The general discussion from our prior alert still applies, but below is an up-to-date list of the states that have adopted the stay-at-home approach to fighting the spread of COVID-19.

Michigan Governor Gretchen Whitmer today issued Executive Order 2020-21, imposing a mandatory stay-at-home regime throughout Michigan, taking effect at midnight on Monday, March 23, and lasting through April 13 at 11:59 p.m.

Late on Friday, the IRS formalized U.S. Treasury Secretary Steven Mnuchin’s announcement earlier in the day regarding the extension of the tax filing deadline to July 15 by issuing Notice 2020-18, which contains several important clarifications.

In a tweet this morning, U.S. Treasury Secretary Steven Mnuchin announced that the IRS is extending the tax filing deadline from April 15 to July 15.

As of this alert, governors from California, New York, and Illinois have issued “shelter in place” or “stay at home” orders requiring all residents to stay at home, subject to certain exceptions, in response to the COVID-19 pandemic.

On March 19, 2020, as part of the State of Illinois’ efforts to combat disruptions caused by the coronavirus pandemic, the Illinois Department of Revenue announced that it is waiving for two months all penalties and interest that would be imposed on late payments by registered Illinois retailers operating small eating and drinking establishments for sales tax liabilities that are due for the February, March, and April 2020 reporting periods.

U.S. Treasury Secretary Steven Mnuchin announced today that individual taxpayers can defer federal tax payments of up to $1 million for 90 days.

Schiff Hardin LLP is pleased to announce that 88 attorneys have been named to the 2020 Leading Lawyers list.

On December 19, 2019, the U.S. Treasury Department (Treasury) and the Internal Revenue Service (IRS) released the final regulations relating to investment in Qualified Opportunity Zones (QOZ).

The IRS and Treasury Department issued proposed regulations that explain how investors can take advantage of the statute’s unique opportunity for deferral and exclusion of capital gains taxes by investing in designated distressed communities or QOZs.

Schiff represented veteran wealth adviser Gary Hirschberg, who spent the last 12 years at Goldman Sachs advising multi-generational families on taxation issues and philanthropy, in the launch of a new independent wealth management firm called Aaron Wealth Advisors.

The Tax Cuts and Jobs Act (the “Act”) will dramatically change the tax treatment of income from many partnerships, limited liability companies, and S corporations.