Principle issues of estate and gift taxation. Topics include the definition of taxable gifts and exclusions and deductions; determination of the taxable estate of a decedent including problems with lifetime transfers; valuation issues; deductions from the taxable estate with special emphasis on property passing to a spouse; and transfers with retained interests. Reference is made throughout to planning issues relating to estate and gift taxation and is designed to give both a requisite background for those intending additional study of estate planning and a comfortable familiarity with the subject for those going on to other tax fields.

This course will examine in depth the theoretical and practical aspects of a variety of estate planning strategies currently being used in the real world. The primary focus of the course will be on federal income, estate, gift, and generation skipping transfer tax issues which arise in the estate planning context, although other planning issues, including professional ethics, will also be considered. The course will use case studies of specific tax driven planning strategies, including grantor trusts, marital deduction trusts, post- mortem planning, and planning for incapacity. Prerequisite or corequisite: Federal Income Taxation I and Estate and Gift Tax

Income tax consequences arising upon the death of a decedent and special income tax treatments of estates, trusts, and fiduciaries. Topics include determination of gross income and allocation between the decedent and the estate or trust; special problems with income in respect of a decedent; separate and conduit taxation of estates and trusts; allocation of tax attributes between an estate or trust and its beneficiaries; grantor trust rules, and other topics. Prerequisite: Federal Income Taxation I.

This course picks up the estate planning course (TX 935) leaves off. We will survey several "cutting edge" estate planning techniques-techniques that permit the transfer of large amounts of wealth at little or no gift tax or estate tax cost. We will zero in on valuation rules that apply to the estate tax and gift tax; we will discuss what to look for in appraisals; we will examine, in depth, the current status of planning involving family partnerships and LLCs; we will examine the rules that apply to GRATs, installment sales to "defective" grantor trusts, and how to structure transfers using these techniques; we will review the biases built into the actuarial valuation rules that the Internal Revenue Service requires us to apply; we will examine the effects of the UPC, the Uniform Trust Code, and will consider "decanting"; we will discuss some of the psychological aspects of estate planning including issues presented by parents' fears of making their children too wealthy too soon; and we will discuss trust design and the choice of trustees. There is no final exam but students will be required to write a 10 -- 15 page term paper. In addition there will be several quizzes throughout the semester. Prerequisite: Estate Planning and Estate and Gift Tax Recommended: Taxation of Trusts and Fiduciaries

Understanding the differences between Medicare and Medicaid. Exploring the operation of a Durable Power of Attorney and a Health Care Proxy in connection with the admission of a loved one to a nursing home. A walk through the Federal and corresponding Massachusetts Medicaid Regulations as they relate to: understanding what is a countable and non countable asset for Medicaid eligibility purposes: exploring the five year look back period versus the period of ineligibility resulting from disqualifying transfers along with related exceptions to these rules; discuss real estate as a countable and non countable asset including the different treatment of a primary residence, vacation home and rental properties along with ways to convert these countable assets to non countable assets; last minute planning techniques with annuities and personal care contracts; understanding the drafting and operation of Medicaid Irrevocable Trusts including a complete analysis of the Income, Gift and Estate Tax consequences of using these trusts from Grantor Trust rules to step up in basis, use of life estates along with real life fact patterns that explain the planning opportunities and related pitfalls to be avoided.

This course provides an introduction to the regulation of retirement plans covered under the Employee Retirement Income Security Act of 1974 ("ERISA"), a federal law that transformed the legal landscape of private-sector retirement plans. Specifically, the course will cover public policy implications of offering and regulating retirement plans including tax policy concerning incentives for employers to offer retirement plans and for employees to defer income to these plans, the different types of retirement plans subject to regulation under ERISA with a focus on defined contribution plans such as cash or deferred arrangements (401(k) plans) under the Internal Revenue Code, how plans qualify for preferential tax treatment under the Code, federal preemption of ERISA-governed benefit plans, ERISA's fiduciary duties and prohibited transaction rules, and civil enforcement in the courts as well as by the Internal Revenue Service and the Department of Labor. The course will be relevant for any student interested in employee benefits, tax law, employment law, labor law, business law, or securities law.

This course description is currently under construction.

The course will cover international estate planning from two perspectives: (1) U.S. citizens residing outside of the U.S. or owning assets located outside of the U.S.; and (2) foreign citizens residing in the U.S. or transferring assets in or to the U.S. U.S. gift and estate tax laws applicable to both situations will be studied in depth in a practice-oriented manner. Planning techniques and vehicles utilized in international estate planning will be explored, in particular trusts and the special U.S. income tax rules applicable to foreign trusts with U.S. beneficiaries and off-shore U.S.-grantor trusts. The impact of non-U.S. transfer taxes and tax treaties will be considered, as well as non-tax foreign laws impacting on international estate planning. The course will also cover the U.S. tax and estate planning issues applicable to "mixed marriages" where one spouse is a U.S. citizen and the other is a non-U.S. citizen, and multi-jurisdiction situations of gifts or bequests from non-U.S. donors or decedents to U.S. beneficiaries. Finally, the course will also consider cultural and ethical issues peculiar to the area of international estate planning. Prerequisite or corequisite: Estate and Gift Tax, Estate Planning

The proposed Family Governance course will examine the need for family governance when dealing with generational wealth and how family harmony (or other family goals) can be achieved through different structures and principles of family governance. The primary focus of the course will be a "fairness" model including the rule of law for family decision making that aims to further the accumulation and use of generational wealth, which may include shareholder agreements, family constitutions, family councils, family offices, private trust companies, charitable trusts, foundations, etc. The course will follow a multinational case study with many family governance issues, so that students can apply the concepts to the case study and consider how each structure may benefit or hinder the goals of the family. This course will be most beneficial to students looking to work in the estate planning field or with closely held business interests.

International information reporting and withholding are the future of tax work. They are a source of revenue for the IRS through penalties and a source of anxiety for many tax practitioners, especially with the expanded reporting requirements newly enacted as part of the TCJA. A strong grounding in international information compliance and withholding transactions can benefit every practitioner from the estate planner to the corporate tax advisor. This course will cover the reporting requirements for US taxpayers who hold non-US assets, and the withholding requirements when US payors make payments to non-US persons. Students will become familiar with the various forms associated with different assets, such as the Foreign Bank Account Report ("FBAR") which is used to report foreign assets. We will cover how and when to file, the basics of how to prepare the form, and the penalties for noncompliance. The course will comprehensively cover informational reporting forms to report all foreign assets including closely held business interests, foreign trusts, and the receipt of gifts from non-US persons. We will discuss how the Foreign Account Tax Compliance Act ("FATCA") created a worldwide network of information about non-US assets, and what individuals and fiduciaries need to know to remain compliant. Finally, in addition to covering the reporting associated with non-US ties, we will discuss withholding under Chapter 3 of the Internal Revenue Code and identify when and how to withhold US tax from payments to non-US entities and non-US persons.

Income tax considerations relating to transfers of assets and liabilities to a corporation (during incorporation and otherwise), non-liquidating distributions, stock redemptions, related party stock purchases and corporate liquidations. Includes an overview of the treatment of a corporate shareholder versus other shareholders. Prerequisite or corequisite: Federal Income Taxation I and II

The federal income tax laws significantly affect the way a business venture proceeds through the various stages of its life cycle. This course will explore the federal income tax aspects of: i) choosing the proper form of entity (typically, C corporation, S corporation or LLC) to carry on a business, ii) forming the entity that will carry on the business and issuing equity interests (and rights to acquire equity interests) in the entity to founders and other service providers, iii)financing the entity with debt and equity, iv) reporting the results of the entity's operations, v) purchasing and leasing assets, vi) buying out owners, vii) selling the business. Co- and prerequisites: Federal Income Taxation I, Federal Income Taxation II, Introduction to Corporate Tax and Partnership Tax I.

Presents an overview of subchapter K and the federal income tax treatment of partnerships and other entities, such as limited liability companies;. Topics include tax classification of a partnership versus a corporation or trust; considerations in choice of entity;basic partnership accounting and capital accounts, partnership formation and acquisition of partnership interests for property or services; determination of basis;basic rules allocations of income and loss; taxation of normal partnership operations; distributions of cash and property; transactions between partners and partnership, including sales of partnership interests. Prerequisite or corequisite: Federal Income Taxation I and II, Introduction to Corporate Tax

TX978 is an introductory course in the reporting of income taxes on financial statements under US Generally Accepted Accounting Principles (US GAAP). This course covers financial reporting rules that every tax attorney needs to know to be conversant with business clients and other tax professionals. Subjects include deferred taxes, valuation allowance, uncertain tax positions, effective tax rate, and permanent reinvestment of subsidiary earnings.

A comprehensive course on how business owners can buy and sell businesses with a minimum tax cost and maximum after-tax return. The strategies for selling a business are often implemented from the moment the business entity is originally formed. The course will examine the crucial strategies, from choice of entity, to conducting ongoing operations, to the correct way to change or restructure existing C corporations, S corporations and other entities. The course will also examine the best way to structure a sale of a particular business, based on both the form of legal entity and on the specific facts in a case. For example, the course will compare a sale of stock to a sale of assets; will compare a sale for cash to a tax free transaction or part-cash, part-stock transaction; and compare the differences between a sale with immediate payment versus a possible installment sale. Prerequisites: Federal Income Taxation I and Federal Income Taxation II.

Charitable gift planning has long been a crucial component in wealth management and estate planning. It remains an important factor in the "tool box" of estate and tax professionals. While humanitarian commitments remain the primary motivating force behind private philanthropy, the tax benefits associated with charitable strategies and techniques have assumed greater importance as our system of taxation has grown increasingly complex. This course will examine the federal tax implications (income tax, gift tax, estate and generation skipping transfer tax, and capital gains tax) of key strategies associated with charitable gift planning for incorporation into the overall estate plan. Topics covered will include types of charitable entities, requirements of a charitable gift, charitable alternatives (private foundations, donor advised funds and supporting organizations), split interest transfers (charitable remainder and lead trusts), bargain sales, gifts of complex assets, and testamentary transfers. Case studies will be used to illustrate optimal intervivos and testamentary planning for creating flexibility while avoiding pitfalls. None. Recommended: Federal Income Taxation I, Federal Income Taxation II and Estate and Gift Taxation.

Undergraduate Prerequisites: TX 901; Undergraduate Corequisites: TX 901 - Tax aspects of international business transactions, both "inbound" and "outbound", with particular attention to fiscal jurisdiction, the foreign tax credit, allocation of income among affiliated companies, treaties, anti-abuse measures aimed at tax haven operations, information reporting and foreign investment in U.S. securities and real estate. Prerequisite or corequisite: Federal Income Taxation I.

Structure of the U.S. tax system; administration of the Internal Revenue Code by the Internal Revenue Service; ethics of tax practice and the regulation of tax practitioners; study of the administrative processing of tax returns; handling of audits, statutes of limitations, assessment of deficiencies and penalties, claims for refund, hearings before the Appeals Office, closing agreement, tax liens, tax collection procedures and civil and criminal aspects of tax fraud. Introduction to aspects of litigation in the Federal District Court, U.S. Court of Federal Claims, and U.S. Tax Court.

This course undertakes a detailed examination of Federal Income Taxation of S Corporations using a contextual approach so that students will be able to identify opportunities and pitfalls in the use of S Corporations. This will be accomplished through a combination of reading the Internal Revenue Code, regulations and other authorities relating to Federal Income Taxation of S Corporations. Use of S corporations in a multinational setting will also be considered. The course will emphasize, teach, expect, and measure the internalization of professional responsibilities in tax practice to clients using actual judicial decisions as well as hypothetical case studies. The inherit tension resulting from duties to clients and duties to the tax system is explored. We will also explore the various settings in which choice of entity for business operations will be a consideration and the utility of such choices for tax and non-tax purposes. Students will practice analytical and writing skills through written assignments. Since a contextual approach is used, it is expected that students will acquire knowledge of substantive tax law in addition to an understanding of ethical and legal responsibilities in federal tax practice.

This course provides an introduction to the regulation of retirement plans covered under the Employee Retirement Income Security Act of 1974 ("ERISA"), a federal law that transformed the legal landscape of private-sector retirement plans. Specifically, the course will cover public policy implications of offering and regulating retirement plans including tax policy concerning incentives for employers to offer retirement plans and for employees to defer income to these plans, the different types of retirement plans subject to regulation under ERISA with a focus on defined contribution plans such as cash or deferred arrangements (401(k) plans) under the Internal Revenue Code, how plans qualify for preferential tax treatment under the Code, federal preemption of ERISA-governed benefit plans, ERISA's fiduciary duties and prohibited transaction rules, and civil enforcement in the courts as well as by the Internal Revenue Service and the Department of Labor. The course will be relevant for any student interested in employee benefits, tax law, employment law, labor law, business law, or securities law.

Study of the tax and ERISA aspects of various forms of executive compensation. Topics include traditional fringe benefits and deferred compensation arrangements, incentive and non-qualified stock option and restricted stock plans, stock appreciation rights, excess benefit arrangements, rabbi trusts, golden parachute agreements, split-dollar insurance arrangements, and special issues for tax-exempt organizations.

The course will expose students to the major types of United States state and local taxes,including personal income taxes, sales and use taxes, property taxes, and corporate taxes.We will explore the structure of each of these types of taxes, how the taxes are implemented in various jurisdictions, and some of the significant issues that arise in applying the taxes. We will also cover some special issues arising from the multi- jurisdictional nature of state and local taxation, and the principal aspects of United States federal law, both statutory and constitutional, that shape and constrain state tax systems. We will consider the application of basic state tax concepts to current issues facing state tax administrators and practitioners, including tax-advantaged business structures, and some of the legislative responses to such issues.

Undergraduate Prerequisites: TX 901; Undergraduate Corequisites: TX 901 - Tax aspects of international business transactions, both "inbound" and "outbound", with particular attention to fiscal jurisdiction, the foreign tax credit, allocation of income among affiliated companies, treaties, anti-abuse measures aimed at tax haven operations, information reporting and foreign investment in U.S. securities and real estate. Prerequisite or corequisite: Federal Income Taxation I.

Examination of a broad range of subjects related to accounting methods and periods. Topics include principles of income recognition, prepaid income, claim of right, cash equivalency, and constructive receipt, special methods involving long-term contracts, depreciation, timing of deductions, estimated expenses, prepaid expense, expense versus capitalization, and conformity between tax and financial accounting. Prerequisite or corequisite: Federal Income Taxation I.

Intellectual property - from sophisticated aerospace technology to computer software and web applications to music and video rights - is one of the most important, challenging, and sophisticated areas of modern commerce. However, because the IP revolution has occurred in only the last 25 years, many of the traditional principles of income taxation are not easily applied to IP assets. This course will explore the tax aspects of creating intellectual property, buying intellectual property, exploiting IP through leases and licenses, and strategies for selling valuable IP rights with the best tax results. The course will also explore important international tax issues, including the so called "migration" of IP offshore, cost-sharing arrangements, and other mechanisms that seek to "locate" IP and the associated tax liabilities in tax-favorable jurisdictions. The course will teach the tax differences between copyrighting and patenting a software program, the right and wrong ways to license and sell a trademark, and the mechanisms for turning a "license" into a "sale" and thereby converting ordinary income into capitol gains.

This course examines the convergence of technology solutions, in support of taxation, from two different angles: corporations and government. The course will also compare and contrast these movements in America with other countries, as US-headquartered companies expanding abroad face new realities, unfamiliar tax structures and increasingly complex regulatory environments; and legal and tax professionals must be prepared for these challenges. Rather than focus on technology per se, analyzing computer programming language and codes, the bias of this course is the real-life business perspective of technology when applied to taxation and fiscal policy. This course gives students exclusive access to tax software actually used by multinational corporations to determine indirect taxes in the US and nearly 200 other countries and foreign tax jurisdictions. This access will allow students to simulate domestic/international transactions and analyze their tax implications while becoming familiar with the mechanics of an Enterprise-class tax automation solution.

Study of the tax and opportunities arising in bankruptcy and nonbankruptcy workouts of individuals, partnerships, and corporations. Topics include cancellation of indebtedness income from the reduction or renegotiation of debt, gain or loss recognition on foreclosures and similar property transfers, restrictions on net operating loss carryovers, special tax consequences of the restructuring of partnership debt and equity, the taxation of the bankruptcy estate and its owners and creditors, and trust fund tax penalties on officers, directors, and other individuals. Prerequisites or corequisites: Introduction to Corporate Tax and Partnership Tax I.

Survey of the U.S. income taxation of corporations filing consolidated tax returns. Provides a general understanding of the consolidated return regulations and enables students to identify tax issues involving corporations filing or wishing to file consolidated returns. The application of the consolidated return regulations to complex business transactions is considered. Prerequisites: Federal Income Taxation I, Federal Income Taxation II, and Introduction to Corporate Tax, or equivalent experience.

Income tax considerations relating to corporate tax free reorganizations including: review of the requirements for tax free treatment of acquisitive and time permitting divisive reorganizations; review of the tax treatment to all relevant parties to the transaction; consideration of special problems associated with certain types of reorganizations. Prerequisite: Introduction to Corporate Tax. Note: Limited enrollment.

The federal income tax laws significantly affect the way a business venture proceeds through the various stages of its life cycle. This course will explore the federal income tax aspects of: i) choosing the proper form of entity (typically, C corporation, S corporation or LLC) to carry on a business, ii) forming the entity that will carry on the business and issuing equity interests (and rights to acquire equity interests) in the entity to founders and other service providers, iii)financing the entity with debt and equity, iv) reporting the results of the entity's operations, v) purchasing and leasing assets, vi) buying out owners, vii) selling the business. Co- and prerequisites: Federal Income Taxation I, Federal Income Taxation II, Introduction to Corporate Tax and Partnership Tax I.

A continuation of Partnership Tax I, focusing on a more in depth study of complex areas of partnership taxation. Topics include allocation of liabilities, maintenance of capital accounts and special allocations of income and loss, allocations with respect to contributed property; complexities in partnership distributions such as disguised sales, distributions with respect to contributed property, mixing-bowl transactions and marketable securities and examination of anti-abuse regulations and judicial action on abusive transactions. This course will follow a problem approach with applications of complex concepts to real life situations. Prerequisites: Federal Income Taxation I, Federal Income Taxation II, and Partnership Tax I.

TX978 is an introductory course in the reporting of income taxes on financial statements under US Generally Accepted Accounting Principles (US GAAP). This course covers financial reporting rules that every tax attorney needs to know to be conversant with business clients and other tax professionals. Subjects include deferred taxes, valuation allowance, uncertain tax positions, effective tax rate, and permanent reinvestment of subsidiary earnings.

A comprehensive course on how business owners can buy and sell businesses with a minimum tax cost and maximum after-tax return. The strategies for selling a business are often implemented from the moment the business entity is originally formed. The course will examine the crucial strategies, from choice of entity, to conducting ongoing operations, to the correct way to change or restructure existing C corporations, S corporations and other entities. The course will also examine the best way to structure a sale of a particular business, based on both the form of legal entity and on the specific facts in a case. For example, the course will compare a sale of stock to a sale of assets; will compare a sale for cash to a tax free transaction or part-cash, part-stock transaction; and compare the differences between a sale with immediate payment versus a possible installment sale. Prerequisites: Federal Income Taxation I and Federal Income Taxation II.

An overview of the federal income taxation of passthrough entities such as REITs, RICs, and REMICs. The taxation of partnerships and S corporations will also be examined to establish points of comparison. Topics include the integration of the federal corporate and individual income tax, and the various methods through which integration can be achieved. Prerequisite: Introduction to Corporate Tax Corequisite: Partnership Tax I. Notes: Limited enrollment. Final paper.

This course provides an introduction to the regulation of retirement plans covered under the Employee Retirement Income Security Act of 1974 ("ERISA"), a federal law that transformed the legal landscape of private-sector retirement plans. Specifically, the course will cover public policy implications of offering and regulating retirement plans including tax policy concerning incentives for employers to offer retirement plans and for employees to defer income to these plans, the different types of retirement plans subject to regulation under ERISA with a focus on defined contribution plans such as cash or deferred arrangements (401(k) plans) under the Internal Revenue Code, how plans qualify for preferential tax treatment under the Code, federal preemption of ERISA-governed benefit plans, ERISA's fiduciary duties and prohibited transaction rules, and civil enforcement in the courts as well as by the Internal Revenue Service and the Department of Labor. The course will be relevant for any student interested in employee benefits, tax law, employment law, labor law, business law, or securities law.

Principle issues of estate and gift taxation. Topics include the definition of taxable gifts and exclusions and deductions; determination of the taxable estate of a decedent including problems with lifetime transfers; valuation issues; deductions from the taxable estate with special emphasis on property passing to a spouse; and transfers with retained interests. Reference is made throughout to planning issues relating to estate and gift taxation and is designed to give both a requisite background for those intending additional study of estate planning and a comfortable familiarity with the subject for those going on to other tax fields.

This course will examine in depth the theoretical and practical aspects of a variety of estate planning strategies currently being used in the real world. The primary focus of the course will be on federal income, estate, gift, and generation skipping transfer tax issues which arise in the estate planning context, although other planning issues, including professional ethics, will also be considered. The course will use case studies of specific tax driven planning strategies, including grantor trusts, marital deduction trusts, post- mortem planning, and planning for incapacity. Prerequisite or corequisite: Federal Income Taxation I and Estate and Gift Tax

This course description is currently under construction.

Study of the tax and ERISA aspects of various forms of executive compensation. Topics include traditional fringe benefits and deferred compensation arrangements, incentive and non-qualified stock option and restricted stock plans, stock appreciation rights, excess benefit arrangements, rabbi trusts, golden parachute agreements, split-dollar insurance arrangements, and special issues for tax-exempt organizations.

This course will consider the statutory, regulatory, and ethical standards and requirements applicable to tax practice and the tax lawyer's particular responsibilities in tax planning, preparation and advocacy. Students will be provided with an understanding of these requirements so that they may be recognized and applied in practice. There will be a focus on Circular 230, guidelines provided by the American Bar Association and tax return preparer rules.

This course picks up the estate planning course (TX 935) leaves off. We will survey several "cutting edge" estate planning techniques-techniques that permit the transfer of large amounts of wealth at little or no gift tax or estate tax cost. We will zero in on valuation rules that apply to the estate tax and gift tax; we will discuss what to look for in appraisals; we will examine, in depth, the current status of planning involving family partnerships and LLCs; we will examine the rules that apply to GRATs, installment sales to "defective" grantor trusts, and how to structure transfers using these techniques; we will review the biases built into the actuarial valuation rules that the Internal Revenue Service requires us to apply; we will examine the effects of the UPC, the Uniform Trust Code, and will consider "decanting"; we will discuss some of the psychological aspects of estate planning including issues presented by parents' fears of making their children too wealthy too soon; and we will discuss trust design and the choice of trustees. There is no final exam but students will be required to write a 10 -- 15 page term paper. In addition there will be several quizzes throughout the semester. Prerequisite: Estate Planning and Estate and Gift Tax Recommended: Taxation of Trusts and Fiduciaries

The course will cover international estate planning from two perspectives: (1) U.S. citizens residing outside of the U.S. or owning assets located outside of the U.S.; and (2) foreign citizens residing in the U.S. or transferring assets in or to the U.S. U.S. gift and estate tax laws applicable to both situations will be studied in depth in a practice-oriented manner. Planning techniques and vehicles utilized in international estate planning will be explored, in particular trusts and the special U.S. income tax rules applicable to foreign trusts with U.S. beneficiaries and off-shore U.S.-grantor trusts. The impact of non-U.S. transfer taxes and tax treaties will be considered, as well as non-tax foreign laws impacting on international estate planning. The course will also cover the U.S. tax and estate planning issues applicable to "mixed marriages" where one spouse is a U.S. citizen and the other is a non-U.S. citizen, and multi-jurisdiction situations of gifts or bequests from non-U.S. donors or decedents to U.S. beneficiaries. Finally, the course will also consider cultural and ethical issues peculiar to the area of international estate planning. Prerequisite or corequisite: Estate and Gift Tax, Estate Planning

Charitable gift planning has long been a crucial component in wealth management and estate planning. It remains an important factor in the "tool box" of estate and tax professionals. While humanitarian commitments remain the primary motivating force behind private philanthropy, the tax benefits associated with charitable strategies and techniques have assumed greater importance as our system of taxation has grown increasingly complex. This course will examine the federal tax implications (income tax, gift tax, estate and generation skipping transfer tax, and capital gains tax) of key strategies associated with charitable gift planning for incorporation into the overall estate plan. Topics covered will include types of charitable entities, requirements of a charitable gift, charitable alternatives (private foundations, donor advised funds and supporting organizations), split interest transfers (charitable remainder and lead trusts), bargain sales, gifts of complex assets, and testamentary transfers. Case studies will be used to illustrate optimal intervivos and testamentary planning for creating flexibility while avoiding pitfalls. None. Recommended: Federal Income Taxation I, Federal Income Taxation II and Estate and Gift Taxation.

Income tax consequences arising upon the death of a decedent and special income tax treatments of estates, trusts, and fiduciaries. Topics include determination of gross income and allocation between the decedent and the estate or trust; special problems with income in respect of a decedent; separate and conduit taxation of estates and trusts; allocation of tax attributes between an estate or trust and its beneficiaries; grantor trust rules, and other topics. Prerequisite: Federal Income Taxation I.

Undergraduate Prerequisites: TX 901; Undergraduate Corequisites: TX 901 - Tax aspects of international business transactions, both "inbound" and "outbound", with particular attention to fiscal jurisdiction, the foreign tax credit, allocation of income among affiliated companies, treaties, anti-abuse measures aimed at tax haven operations, information reporting and foreign investment in U.S. securities and real estate. Prerequisite or corequisite: Federal Income Taxation I.

Intellectual property - from sophisticated aerospace technology to computer software and web applications to music and video rights - is one of the most important, challenging, and sophisticated areas of modern commerce. However, because the IP revolution has occurred in only the last 25 years, many of the traditional principles of income taxation are not easily applied to IP assets. This course will explore the tax aspects of creating intellectual property, buying intellectual property, exploiting IP through leases and licenses, and strategies for selling valuable IP rights with the best tax results. The course will also explore important international tax issues, including the so called "migration" of IP offshore, cost-sharing arrangements, and other mechanisms that seek to "locate" IP and the associated tax liabilities in tax-favorable jurisdictions. The course will teach the tax differences between copyrighting and patenting a software program, the right and wrong ways to license and sell a trademark, and the mechanisms for turning a "license" into a "sale" and thereby converting ordinary income into capitol gains.

This course will cover the U.S. tax rules applicable to taxation of income from U.S. (and sometimes foreign) sources received by corporations and individuals that are non-residents of the United States. In some cases, such income will be derived from passive investments and be in the form of dividends, interest, rents, or royalties. In other cases, the income will arise from active business activities. The course will address the concept of residence and entity classification, the U.S. source of income rules, the U.S. withholding tax rules (including the obligations of withholding agents) with respect to non-business income, the types of activities that can generate a "trade or business" (tax nexus) in the U.S., the U.S. rules for determining income effectively connected with a U.S. trade or business and thus taxable in the U.S., the branch profits tax, FIRPTA (foreign investment in U.S. real property) and the U.S. rules applicable to financing U.S. operations owned by non-U.S. taxpayers Finally, we will address the impact of tax treaties on the taxation of income of non-residents. This course will be of interest to students who will represent foreign resident taxpayers with economic operations in the United States. Prerequisite or corequisite: Federal Income Taxation I; Recommended: Tax Aspects of International Business

This course examines the convergence of technology solutions, in support of taxation, from two different angles: corporations and government. The course will also compare and contrast these movements in America with other countries, as US-headquartered companies expanding abroad face new realities, unfamiliar tax structures and increasingly complex regulatory environments; and legal and tax professionals must be prepared for these challenges. Rather than focus on technology per se, analyzing computer programming language and codes, the bias of this course is the real-life business perspective of technology when applied to taxation and fiscal policy. This course gives students exclusive access to tax software actually used by multinational corporations to determine indirect taxes in the US and nearly 200 other countries and foreign tax jurisdictions. This access will allow students to simulate domestic/international transactions and analyze their tax implications while becoming familiar with the mechanics of an Enterprise-class tax automation solution.

This course examines the US transfer pricing system. A close reading of the Code and regulations will be expected as well as a detailed consideration of the major transfer pricing decisions. There is no other assigned text. The theme of this course is to bring students to an understanding of how the law has developed in this area focusing closely on the interplay between case law and regulatory enactments. Students should expect to encounter a reasonable amount of supporting economic and accounting analysis as they work their way through the course, and come to an appreciation of how this area of the tax law relies considerably on the blending of these three analytical perspectives.

Undergraduate Prerequisites: TX 901; Undergraduate Corequisites: TX 901 - Tax aspects of international business transactions, both "inbound" and "outbound", with particular attention to fiscal jurisdiction, the foreign tax credit, allocation of income among affiliated companies, treaties, anti-abuse measures aimed at tax haven operations, information reporting and foreign investment in U.S. securities and real estate. Prerequisite or corequisite: Federal Income Taxation I.

Examination of a broad range of subjects related to accounting methods and periods. Topics include principles of income recognition, prepaid income, claim of right, cash equivalency, and constructive receipt, special methods involving long-term contracts, depreciation, timing of deductions, estimated expenses, prepaid expense, expense versus capitalization, and conformity between tax and financial accounting. Prerequisite or corequisite: Federal Income Taxation I.

An in-depth study of the "nuts and bolts" of the taxation of financial products. The course, which is designed to provide a hands-on knowledge-base for current and aspiring financial-services tax professionals, will have three main components. It will begin with a comprehensive examination of the taxation of debt instruments, with an intensive review of original issue discount and related rules. Next, it will turn to the taxation of derivatives, including options, forwards, futures, swaps and variable annuities. It will conclude with a review of the federal government's response to perceived abuses involving financial instruments, covering areas including constructive sales, constructive ownership transactions and the tax shelter regulations. Some use of a financial calculator or spreadsheets will be required. The course is intended to complement TX 917 Taxation of Financial Products: Policy and Theory and may be taken either prior or subsequent to that class or on a stand-alone basis. Prerequisite or corequisite: Federal Income Taxation I and II

This course will cover the U.S. tax rules applicable to taxation of income from U.S. (and sometimes foreign) sources received by corporations and individuals that are non-residents of the United States. In some cases, such income will be derived from passive investments and be in the form of dividends, interest, rents, or royalties. In other cases, the income will arise from active business activities. The course will address the concept of residence and entity classification, the U.S. source of income rules, the U.S. withholding tax rules (including the obligations of withholding agents) with respect to non-business income, the types of activities that can generate a "trade or business" (tax nexus) in the U.S., the U.S. rules for determining income effectively connected with a U.S. trade or business and thus taxable in the U.S., the branch profits tax, FIRPTA (foreign investment in U.S. real property) and the U.S. rules applicable to financing U.S. operations owned by non-U.S. taxpayers Finally, we will address the impact of tax treaties on the taxation of income of non-residents. This course will be of interest to students who will represent foreign resident taxpayers with economic operations in the United States. Prerequisite or corequisite: Federal Income Taxation I; Recommended: Tax Aspects of International Business

A continuation of Partnership Tax I, focusing on a more in depth study of complex areas of partnership taxation. Topics include allocation of liabilities, maintenance of capital accounts and special allocations of income and loss, allocations with respect to contributed property; complexities in partnership distributions such as disguised sales, distributions with respect to contributed property, mixing-bowl transactions and marketable securities and examination of anti-abuse regulations and judicial action on abusive transactions. This course will follow a problem approach with applications of complex concepts to real life situations. Prerequisites: Federal Income Taxation I, Federal Income Taxation II, and Partnership Tax I.

An overview of the federal income taxation of passthrough entities such as REITs, RICs, and REMICs. The taxation of partnerships and S corporations will also be examined to establish points of comparison. Topics include the integration of the federal corporate and individual income tax, and the various methods through which integration can be achieved. Prerequisite: Introduction to Corporate Tax Corequisite: Partnership Tax I. Notes: Limited enrollment. Final paper.

This course explores the financial characteristics and income taxation of financial instruments, with an emphasis on both policy and theory. We start with the building blocks of debt and equity, move on to the "derivatives" level of options and notional principal contracts (swaps), and conclude with exotica such as currency products. In each instance we will first look at the financial characteristics of the security (after the fashion of an MBA offering in corporate finance), and then study the tax rules governing each class of instrument. Because discounting (net present value) and "pay off" diagrams are so central to an understanding of financial instruments, the course incorporates a rigorous study of these mathematical tools. Also, when studying the tax rules applicable to financial products, we focus on the fundamental building blocks of taxation -- amount, timing, character, and source -- to reveal underlying policy and theory tensions that go to the very root of our income taxation system. The course is intended to complement TX 949 Taxation of Financial Products: Principles and Application, and may be taken either prior or subsequent to that class or on a stand alone basis. Pre or Co-requisite: Federal Income Taxation I and II.

Online section not open to JD students.