Tax Planning & Business Organization by Matthew S. DePerno, Esq.

General Counsel
Mr. DePerno frequently functions as general counsel. He provides businesses and the individuals who own or manage them with sophisticated, practical advice on the business and legal problems they face. 

Company Formation
When a company is formed, the choice of entity – "C" or "S" corporation, limited liability company, limited or general partnership or professional corporation – has serious consequences. Other important considerations include the state in which the business is organized, legal and capital structuring, and negotiation of ownership. Mr. DePerno's objective is to facilitate maximum return with minimum tax cost, while ensuring the ability to raise capital and establish effective management. 

Purchase or Sale of Business
When buying or selling a business, Mr. DePerno is able to structure and negotiate transactions of all types, including asset sales, equity sales, mergers and acquisitions, tax-free reorganizations, leveraged buyouts and spin-offs. 

Business Ownership
Our services relate directly to ownership issues that often arise during the life of a business. These include structuring and negotiating loans for ownership succession, infusions of capital and handling disputes between owners. For liquidation and dissolutions, we work with business owners to realize the best possible outcome for them personally and from a tax perspective. 

Tax-Related Issues
Mr. DePerno actively advises clients on all aspects of federal and state income, sales and use, real estate and employment taxes. This includes tax issues of international operations, Michigan taxation of every type and the state and foreign tax challenges posed by multistate and multinational business operations.
 
Tax Disputes
Matt DePerno regularly handles tax disputes with the IRS and state and local taxing authorities. He aggressively represents a wide range of clients at all levels of tax controversies - including audits, administrative appeals, conferences and hearings, criminal tax investigations, and tax litigation in state and federal courts.

Business Organization & Tax Planning Services 
• General Legal Counsel to Businesses and the Individuals Who Own and Manage Them 
• Coordination of Personal, Estate and Corporate Planning Matters 
• Representation of Businesses and Individuals in Tax Audits, Tax Abatement Procedures and Tax Litigation in both State and Federal Courts 
• Sales and Disposition of Businesses 
• Spin-offs
• Liquidations
• Dissolutions
• Mergers & Acquisitions 
• Drafting and Implementing Agreements 
• Shareholder Control Agreements 
• Voting Agreements 
• Buy-Sell Agreements 
• Debt and Equity Financing of Businesses 
• Formation and Financing of Real Estate Ventures 
• Leveraged Buyouts 
• Multistate Taxation Issues 
• U.S. and Foreign Taxation of International Investment and Business Transactions 
• Advice in Shareholder and Partner Disputes 
• Succession Planning
• Transfers of Interests in Family Businesses 
• Workouts and Restructuring 
• Tax Free Reorganizations 
• Recapitalizations
• US and Foreign Treaty Review and Analysis

Matt DePerno provides federal and state tax advice on a variety of complex transactions and financing techniques, as well as thoughtful and experienced representation in significant federal and state tax controversies. Mr. DePerno offers federal, state and international tax services in a wide range of areas, including mergers and acquisitions, spinoffs, financial transactions, securitization and structured finance, derivatives, private equity funds, hedge funds, joint ventures, mortgage and asset-backed securities, reorganizations, real estate investment trusts and regulated investment companies, cross-border transactions, affordable housing, tax controversies, tax planning, legislative and regulatory developments, state and local income tax, sales and property taxes and unclaimed property.