Corporate Law Blog

Will Your Business Be Affected by Kentucky Revenue Bill Tax Reforms?

House Bill (HB) 8 has moved to the Kentucky Senate after being passed by the House of Representatives last week. This legislation seeks to transition Kentucky from its reliance on the current income tax-based model to a consumption-based model, gradually decreasing the income tax over the next several years. To replace the income tax revenue, HB 8 expands Kentucky’s 6% sales tax to a wider variety of services provided to consumers by Kentucky businesses. More >

UPDATE: The Taxman Still Cometh, but It's a Little Later for Some Kentuckians Impacted by Severe Storms

UPDATE: The IRS has announced tax relief for taxpayers in the following additional counties due to severe storms and flooding that began February 27, 2021: Anderson, Bell, Calloway, Clark, Edmonson, Fayette, Graves, Greenup, Harlan, Jessamine, Laurel, Leslie, Letcher, Madison, Menifee, Owsley, Perry, Pike, Powell, Pulaski, Union, Warren, Whitley and Woodford counties. Additionally, the Kentucky Department of Revenue has agreed to apply the same rules as the IRS for filing and payment of income tax withholding for these taxpayers. 

Kentucky residents and businesses impacted by late-February storms and flooding can cross looming tax deadlines off their immediate list of worries. For those in impacted counties, the IRS has extended certain deadlines falling on or after February 27, 2021 to June 30, 2021. These include: More >

Five Legal Considerations for Starting a Small Business: Which Type of Entity is Best?

You started your small business yourself – just you and an idea. As time went on, you became more successful. You added employees. You opened a storefront. You started contracting with outside vendors. And while each of these events took place, you added additional liability – liability that could harm you personally as a sole proprietor. That’s exactly why business entities exist; they create a sustainable structure in which to operate while simultaneously shielding you personally from liability, for the most part. Not all business entities are created equal, however, and choosing an entity to organize or incorporate can come with both benefits and consequences. More >

Exemption Portability - What is it, and how does it work?

The term "portability" is used in many contexts, but in the estate planning context portability describes the way a surviving spouse can use the remainder of a deceased spouse's unused exclusion amount to further shield her or his estate from tax liability. Portability first came about in 2010 as a temporary concept in the Tax Relief, Unemployment Reauthorization and Job Creation Act of 2010. It was set to expire on December 31, 2012, but Congress, in the American Taxpayer Relief Act of 2012, made portability a permanent part of the estate and gift tax exclusion. The current unified exemption for estate and gift taxes is $5.43 million (for the year 2015), so portability allows for a potentially very large tax break for a surviving spouse's estate. More >

Nothing is uncertain like death taxes

There's a saying about death and taxes, the certainty thereof, which has been oft repeated to the point of weariness. While it is true that the imposition of taxes is a certainty, the shape and form of such taxes, especially in an estate planning context, is anything but. Just when one believes the ground to be firm in any particular tax context, the sands begin shifting. The federal estate tax has been just such an example the past several years, and estate plans should account for future uncertainty. More >

Congratulations on the Birth of Your New Tax Exemption! (Tax Breaks for New Parents)

Planning for a new baby is a constant stream of decisions and questions concerning diapers, cribs, colors, daycare and more, all in the service of preparing your life for a new bundle of joy. What new parents forget in the hustle and bustle of bringing a new life into the world is that the state and federal revenue services both have a little joy of their own to add to the equation in the form of tax breaks. More >

Charging Orders on LLCs in Kentucky

The organization of any business as a limited liability company ("LLC") brings with it attendant protections for the members from the liabilities that arise in the course of the business as well as beneficial tax treatment. This protection is not a two-way street, however: the member's financial interest in the LLC does not receive complete protection from the member's personal liabilities. Judgment creditors of LLC members have at their disposal a unique remedy to collect distributions and more from the judgment debtor's membership or partnership interests; that remedy is the charging order. More >

Midyear Tax Planning

As we approach the middle of the year, this is the perfect time to consider tax planning for your business and whether you need to make any changes to your current tax strategies. More >

IRS Guidance on the Work Opportunity Tax Credit Extension for 2014

As part of the Tax Increase Prevention Act of 2014 ("the Act") that Congress passed at the end of last year, the Work Opportunity Tax Credit ("WOTC") was re-extended for the 2014 tax year. The WOTC provides a tax credit to employers that hire members of certain targeted groups. The WOTC requires that employers obtain certification from Designated Local Agencies ("DLAs") within 28 days of the hiring of the specified individual or prescreen the applicants. Because the WOTC was not actually in effect until the end of 2014, its provisions apply retroactively, and employers now need further time to receive the proper certifications necessary for the credit. More >

Stock and Asset Sales: Tax Consequences of Each Transaction

As discussed in prior posts, an asset sale transfers only the assets of the business, whereas a stock sale transfers some or all of the ownership interest in the business as well as its obligations and liabilities. In this continuing examination of how to structure a business sale, the next points of consideration are the tax consequences of each transaction and ways they can affect the buyer and seller. These types of structures confer different tax benefits or burdens on each party, so tax treatment is one of the most crucial elements in the sale. More >