Advanced International Taxation (presented by NYU School of Professional Studies) [Two-Day Event]

Joseph Calianno | Andersen

Joe Calianno is a Managing Director in the US National Tax practice in the Washington D.C. office. He advises clients on all areas of international tax, including provisions related to the Tax Cuts and Jobs Act and cross-border restructuring.

Prior to joining Andersen, Joe spent several years as a partner at BDO and Grant Thornton, where he served as the International Technical Tax Practice Leader in both firm’s national tax offices.

Joe also previously served as Special Counsel to the Deputy Associate Chief Counsel (International) in the office of Chief Counsel, Internal Revenue Service. As Special Counsel, he was a technical advisor to the Associate and Deputy Associate Chief Counsel International and was involved in reviewing international tax regulations, revenue rulings, Notices, TAMs, PLRs, and providing technical advice to the IRS field offices. He also practiced with PWC’s National Tax office and Miles & Stockbridge, a large law firm.

Joe has been a guest lecturer at New York University Law School in the Graduate Tax Program (International Business Transactions class) and an adjunct faculty member at Georgetown Law School in the Graduate Tax Program.

Joe is a frequent speaker on international and corporate tax issues. He has spoken for organizations such as the ABA, AICPA, Atlas, BNA, DC Bar, Dallas Bar, Federal Bar, GW/IRS, Houston International Tax Forum, IFA, NYU Advanced International Tax Institute, Practising Law Institute, TEI, St. Louis International Tax Group, USD School of Law/Procopio International Tax Institute, Wall Street and World Trade Council tax conferences.

He has also published articles for national journals and organizations such as CCH Incorporated, International Tax Review, RIA’s Journal of International Taxation, Revue d’Intelligence Artificielle (RIA) Journal, Practising Law Institute, Tax Notes International, Tax Management International Journal, Tax Management Memorandum and The Tax Adviser.

Joe is both a Certified Public Accountant and attorney.

Colleen O’Neill | EY

Colleen serves as leader of the National Tax Department International Tax and Transaction Services practice.

She leads a group of world-class professionals who advise on tax-efficient global structures and US taxation of cross-border transactions, including financing, acquisition, disposition, reorganization, integration, repatriation, supply chain matters and foreign tax credit planning.

Brandon Charles Svetcov | EY

Thomas M. Giordano | Karlin & Peebles, LLP

Thomas Giordano-Lascari is a partner with the firm. Thomas’s practice focuses primarily on advising high-net-worth individuals and closely held businesses in connection with international income tax and estate planning issues. A significant portion of Thomas’s practice involves advising global families with respect to structuring and reorganizing multinational businesses to minimize worldwide taxes. Thomas also regularly advises clients regarding pre-immigration planning, foreign investment in the United States, U.S. residency planning and management, and expatriation planning.

Thomas regularly advises foreign fiduciaries regarding foreign trusts with U.S. beneficiaries and grantors, including advice regarding compliance obligations and tax consequences. Thomas also advises U.S. beneficiaries and grantors of foreign trusts of their compliance obligations and the tax consequences of their relationship with the trust.

Michael Karlin | Karlin & Peebles, LLP

Michael Karlin is a lawyer with over 45 years of experience advising corporate and individual clients on tax, estate planning and business matters involving a cross-border element. Michael began his career in London in 1975 as an articled clerk and assistant solicitor at the firm of D.J. Freeman & Co. (now part of Locke Lord LLP). He was admitted as a solicitor in 1977. In 1980, he became a member of the California Bar and he has resided in California ever since. After three years with Gelles, Singer & Johnson, a boutique private client firm in Los Angeles, he became an associate and then a partner of Morgan, Lewis & Bockius. He then spent three years (1997-2000) as a principal in the international tax services group of KPMG, before starting his own firm in 2001. That firm is now part of Karlin & Peebles, LLP, co-founded in 2007 by Michael together with Jane Peebles, a well-known domestic and international estate planner and expert on cross-border philanthropy. Michael’s practice often overlaps with Jane’s and they, as well as three younger partners, work closely together on many matters.

Private client work was always a part of Michael’s practice and it became a significant focus after he started his own firm. Michael advises individuals and families from abroad who invest in or move to the United States as well as U.S. individuals and families who invest and move abroad, including the ever-increasing regulatory and reporting obligations associated with such activities. Pre-immigration and expatriation planning are an important part of his practice. He also advises individuals and closely held businesses on the tax and business aspects of operating outside their home jurisdiction. He has helped to establish corporations, companies, partnerships and joint ventures in many parts of the world and worked extensively on foreign and domestic trusts. In recent years, he has helped many taxpayers deal with the tax and reporting consequences of foreign financial accounts and holdings, including through offshore voluntary disclosures, streamlined disclosures, and other ways of handling non-compliance.

Michael has been an active member of various professional organizations, including the American Bar Association, the Society of Trust and Estate Practitioners, the USC Institute on Federal Taxation, the State Bar of California and the Los Angeles County Bar Association. He was elected in 2020 as a fellow of the American College of Tax Counsel. He has spoken on many occasions to those and other groups and he also is a prolific contributor of articles to professional publications, which have included the Tax Notes, the Tax Lawyer, the Journal of International Taxation, Tax Management International Journal and Major Tax Planning. Over the years, he has submitted or participated in the submission of many comments on tax legislation, regulations and tax reform and in 2020 started and led a national group that obtained relief from the IRS on the application of U.S. tax residence rules for non-citizens stranded in the United States because of the COVID-19 pandemic.

Michael was educated at St. Paul’s School, London as well as schools in Israel, New York, Lisbon and Paris. He is a graduate of Trinity College, Cambridge University (B.A. (Hons.), History and Law, 1973; M.A., 1977).

Michael has been married since 1973 to Fiona Karlin. They have two children, born in 1983 and 1985. He has been active for many years as a youth soccer coach, referee and instructor in American Youth Soccer Organization Region 76 (Beverly Hills) and in other nonprofit organizations, including Invertigo Dance Theatre, of which he is the Treasurer. He is also the webmaster for websites of AYSO Region 76, AYSO Area 1-P and the Docent Council of the Los Angeles County Museum of Art.

Michael is fluent in French and conversant in several other European languages. For several years, he has been learning Japanese – compared to which he considers international tax to be trivially easy.

Sam K. Kaywood Jr. Esq. | Alston & Bird

Sam Kaywood is a partner in the Federal & International Tax Group and a co-chair of the International Team. Sam concentrates his practice on federal income tax and international tax, including cross-border M&A and joint ventures, as well as in-bound investments into the U.S. Sam has worked on virtually all forms of cross-border investments, with substantial experience in Canada, Europe, China, and Latin America. He is particularly active in structuring investments and acquisitions in Latin America, including Brazil, Mexico, Argentina, and Chile.

Sam is a frequent author and speaker on international tax topics, including those related to Latin America. He has spoken before numerous professional organizations, such as the International Bar Association, International Fiscal Association, American Bar Association Tax Section, Tax Executives Institute, and the Atlanta Tax Forum Georgia Federal Tax Conference and has given speeches in cities across the country and in several foreign countries. Sam is listed in Chambers Global, Chambers USA: America’s Leading Lawyers for Business and in The Best Lawyers in America for Tax who also named him “Lawyer of the Year” in Tax Law for 2021. He was the chair of the ABA Tax Section Committee on U.S. Activities of Foreigners & Tax Treaties and active with the International Fiscal Association. Sam is an adjunct professor at Emory University School of Law, where he teaches International Tax.

William B. Sherman, Esq. | Holland & Knight

Practices: Taxation | International and Cross Border Transactions | Hospitality, Resort and Timeshare | Mergers and Acquisitions | Corporate Services | Offshore Tax Compliance | Insurance Transactions and Regulatory | Insurance Disputes – Insurers | Insurance Disputes – Policyholders | Latin America Practice | Israel Practice | Securitization.

Client Sectors: Transportation & Infrastructure

William B. Sherman serves as chair of the firm’s Tax Team and concentrates his practice in the area of domestic and international taxation. He provides sophisticated tax planning for mergers and acquisitions, restructurings, joint ventures and investments for clients in diverse industries, such as hospitality, petrochemicals, aluminum, tobacco, real estate, transportation, telecommunications, retailing, investment management, pharmaceuticals and numerous others. In addition, Mr. Sherman has experience in a broad range of transactions involving United States investment overseas, foreign investment in the U.S., as well as international, federal, state and local taxation issues involving structuring investment management funds, corporate reorganizations, partnerships, equipment leasing, Subchapter S, executive compensation, stock options, and trusts and estates.

Mr. Sherman is a well known lecturer and chairs the New York University’s Summer Institute in Taxation’s Introductory and Advanced International Tax Seminars and its Institute on Federal Taxation International Tax Program. Mr. Sherman is also an adjunct professor of Tax Law at the University of Miami, Graduate Tax Program. He is admitted to practice in New York and Florida and has served on numerous panels with The Florida Bar and the American Bar Association, where he is a past chair of the American Bar Association’s Tax Section Committee on U.S. Activities of Foreigners and Tax Treaties.

Experience

Tax Structuring: advised on the tax structuring of the domestication of a foreign company engaged in U.S. government contracting work and its transition to domestic ownership; this tax structure enabled the company to retain its status in its home country.

Tax Structuring: advised on the tax structuring of a $200 million-plus investment in four venture real estate developments projects on an island in the Caribbean, resulting in a minimization of local and U.S. tax liability.

State Taxation: advised a foreign-based company on U.S. state tax issues, from tax rulings and tax registrations to minimization of overall tax consequences involving multiple states, in the context of the company’s restructuring and expansion of business in U.S. markets.

Ninee Dewar | PWC

Partner, International Tax Services, PwC US

Mira Pivnyuk | PWC

Mira Pivnyuk started working on 2001, then the employee has changed 6 companies and 9 jobs. On average, Mira Pivnyuk works for one company for 1 year 9 months. Mira Pivnyuk has been working as a Principal, International Tax for PwC for 1096 days.

Alan I. Appel | New York Law School

Alan Appel is a professor of law and the director of the International Tax Program at New York Law School. He teaches courses in international tax planning and corporate taxation in addition to the tax transactions clinic. Professor Appel first started teaching at New York Law School in 2009 as an adjunct professor. As a senior tax consultant at Bryan Cave, he specializes in international and domestic tax planning involving taxation of mergers and acquisitions, partnerships, joint ventures, limited liability companies and tax controversy matters.

Professor Appel began his career as a trial attorney in the Office of Chief Counsel, Internal Revenue Service in Washington, D.C., and New York City. On behalf of the American Bar Association Tax Section, he had primary responsibility for drafting and submitting comments to the U.S. Treasury Department and IRS concerning the scope of the guidance provided by the proposed regulations under Section 1446 of the Internal Revenue Code and also was asked by the Office of the Chief Counsel to train its attorneys on this issue. He also published two articles on the Section 1446 regulations in the Journal of International Taxation, a third article in the Tax Management Memorandum and a fourth article in the Tax Management International Journal.

Professor Appel has appeared on both radio and television discussing various income tax issues. He was also recently featured in “Taxpayers Strained by New FATCA Requirements” in AccountingToday.com, a leading provider of online business news for the tax and accounting community, concerning the Foreign Account Tax Compliance Act.

Professor Appel received his J.D. from New York Law School in 1976 and his LL.M. from New York University in 1980. He received his B.B.A. from Baruch College in 1973.

Heather Ripley | Alston & Bird

Heather Ripley is a partner in Alston & Bird’s Federal & International Tax Group and a member of the firm’s REITs and Real Estate Funds tax team. She counsels U.S. and foreign business entities and high-net-worth individuals on tax-efficient structuring for their U.S. and cross-border investments and activities, understanding their U.S. tax and compliance obligations and risks, and rectifying noncompliance issues. She has advised clients on income tax treaty application, FATCA, FIRPTA, and other tax issues for inbound investments into the United States, the anti-deferral regimes for outbound investments (CFC, PFIC), and tax aspects of M&A transactions. Heather also advises clients on various tax information reporting regimes.

Heather also has experience in federal tax controversy work and has navigated numerous clients through the IRS’s voluntary disclosure procedures, letter rulings, and competent authority requests. Heather has also counseled various charitable and nonprofit organizations on incorporation, tax exemption applications and restrictions, and other tax issues, as well as providing volunteer income tax assistance for low-income individuals.

Heather was identified as “One to Watch” by The Best Lawyers in America© in Tax Law. She’s a frequent speaker at tax conferences and writes regularly about international tax developments.

Sean J. Tevel | Holland & Knight

Sean Tevel is a Miami private wealth services attorney who focuses his practice primarily on tax planning for high-net-worth individuals, as well as tax planning for multinational corporate and trust structures.

Mr. Tevel advises foreign and domestic clients on U.S. federal income, gift and estate tax matters associated with their cross-border investments, including their U.S. real estate investments and business ventures.

Mr. Tevel has significant experience advising clients with respect to corporate and partnership taxation, the application of the Foreign Investment in Real Property Tax Act of 1980 (FIRPTA) and tax treaty issues. He also is well-versed in domestic and offshore tax compliance, including providing advice with respect to the Foreign Account Tax Compliance Act (FATCA), the Common Reporting Standard (CRS) and withholding tax compliance.

Mr. Tevel is an adjunct professor in the Juris Doctor and Taxation of Cross-Border Investment LL.M. programs at the University of Miami School of Law. Prior to joining Holland & Knight, Mr. Tevel was a tax attorney in the Miami office of an international law firm.

Kimberly S. Blanchard | Weil, Gotshal & Manges

Kim Blanchard is a partner in Weil’s Tax Department and is based in New York. Kim’s practice encompasses a variety of largely international transactions involving corporate acquisitions and mergers, internal restructurings, business formations and joint ventures. Kim also advises domestic, foreign and multinational clients in connection with venture capital investment and fund formation, partnerships, real estate, executive compensation and exempt organization issues.

Kim has lectured and published extensively on topics ranging from international tax planning for U.S. businesses to the special tax issues facing foreign persons, pension plans and other exempt investors who invest in U.S. private equity partnerships and in U.S. real estate.

Kim is consistently recognized as a leading Tax lawyer by Chambers USA, Chambers Global, Legal 500 US, International Tax Review’s World Tax, Best Lawyers in America and The Best of the Best USA. Kim is ranked Band 1 in Chambers USA, where clients note that she is “very smart, very knowledgeable…an expert on the cutting edge of international tax thinking.” She is also listed in the International Tax “Hall of Fame” by Legal 500 US, where clients note she “is brilliant and consistently provides quite reasonable and outstanding advice.” Kim was awarded the Leonard Silverstein Lifetime Achievement Award by Bloomberg Tax and Accounting in 2020.

She is also recognized as an expert in Tax by Expert Guides’ “Women in Business Law” and as a “Highly Regarded” lawyer and a “Tax Leading Advisor” in New York by International Tax Review’s World Tax. Kim was recognized as the 2019 “Lawyer of the Year” by Best Lawyers in America for the area of Tax Law in New York City and named among the 2019 Top 30 “Best of the Best” attorneys for Tax by Legal Media Group. She has been recognized for Tax by Super Lawyers 2006 – 2019 and was named among 2015 “Top Women” for Tax in New York by Super Lawyers. In addition, Kim was named “Lawyer of the Year” for Tax at Who’s Who Legal Awards 2020, a “Global Elite Thought Leader” for North America in Who’s Who Legal’s Corporate Tax 2020 – Advisory, a “Most Highly Regarded” lawyer by Who’s Who Legal: The International Who’s Who of Corporate Tax 2012 and was named “Best in Tax” at Euromoney Legal Media Group’s Women in Business Law Awards in 2020 and 2013.

Kim is a former Chair of the New York State Bar Association Tax Section. She is active with the American Bar Association’s international tax committees and is a member of both the Tax Forum and the Tax Review paper and discussion groups. Kim is a past President of the International Tax Institute. She is a member of the Bloomberg BNA Tax Management International Tax Advisory Board and the author of the Tax Management Portfolio on PFICs, a “Leading Practitioner Contributor” to the Tax Management International Journal and a member of Practical Law Company’s U.S. advisory board.

Kim has served on several non-profit boards, including the American Indian College Fund and the Girl Scouts of Greater New York. In April 2019, Kim was honored at the American Indian College Fund’s 30th Anniversary Gala for impacting the lives of nearly 1,000 Native Americans in education by funding 500 student scholarships and contributing to the professional development of 400 tribal college and university faculty members.

Jason Schwartz | Fried Frank

Jason Schwartz is a tax partner and co-head of the Firm’s Digital Assets and Blockchain Practice, resident in Fried Frank’s Washington, DC office. Mr. Schwartz specializes in tax issues relating to financial products, securitizations, funds, treaties, lending, and crypto. He was recognized as an “Up and Coming” lawyer by Chambers USA in Tax, where clients have described him as “very smart and knowledgeable in this area.” He has also consistently been recognized by The Legal 500 US in Tax: Financial Products as a “Next Generation Partner” each year from 2017 to 2021.

Mr. Schwartz is the author of numerous tax articles and a Bloomberg BNA Tax Management Portfolio regarding the taxation of CLOs. He is frequently asked to speak on a wide range of topics related to tax and to provide commentary on the industry’s most significant developments relating to digital assets including, most recently, at the American Bar Association Section of Taxation’s 2022 Tax Meeting, where he discussed “Virtual Currencies: NFTs, DeFi Transactions, and Other Virtual Currency Transaction Issues.” In addition, he is a member of several trade organizations.

Mr. Schwartz is committed to pro bono work and community service. He oversees a pro bono program that incorporates and obtains tax-exempt status for nonprofit organizations. Prior to joining Fried Frank, Mr. Schwartz served as a partner at a large international law firm.

Matthew Stevens | EY

Matthew Stevens, a principal in the Capital Market group within International Tax Services at Ernst & Young LLP, handles planning and controversy matters regarding the U.S. federal income tax consequences of transactions, specializing in the design, structuring and implementation of domestic and international financial transactions. He advises hedge funds, private equity funds, high net worth individuals (both U.S. and non-U.S.), insurance companies, and foreign and domestic multinational corporations.

Matthew serves as chair of the annual Practicing Law Institute program “Taxation of Financial Products and Transactions.” He has served as chair of the Financial Transactions Committee of the Tax Section of the District of Columbia Bar, and as the chair of the Financial Transactions Committee of the Tax Section of the American Bar Association. He has co-taught the Georgetown University Law Center class entitled “United States Taxation of International Income – II.” He has published a number of articles dealing with international aspects of U.S. income tax and with the taxation of financial products and transactions.

Matthew is listed in Chambers USA: America’s Leading Lawyers for Business. From 2002 to 2004, Matthew served as special counsel to the Chief Counsel for the InternalRevenue Service. There, he advised the Chief Counsel regarding published guidance on a wide range of tax issues involving financial products and cross border transactions.

Michael Karlin | Karlin & Peebles, LLP

William S. Dixon, Esq. | Citigroup Global Markets

DAY 1: MONDAY, JULY 14, 2022

Controlled Foreign Corporation Planning – Joseph M. Calianno, Colleen O’Neill, Esq., Brandon Svetcov, Esq. | 8:30am – 9:45am

Subpart F imposes numerous rules that impose US taxation on US shareholders of CFCs. This session addresses planning opportunities and traps for the unwary, earnings and profits limitations, and the use of various exceptions, including the same-country exception, the look-through rule for certain other payments between related CFCs, the active rent and royalty exception, and the high-tax exception. The discussion also addresses rules applicable to foreign base company sales and services income. The session covers the addition of “GILTI” rules pursuant to which US shareholders of CFCs are taxable on a far broader class of income than under the older Subpart F rules, including the definition of GILTI, the scope of the high-taxed exception, the ability to offset GILTI tax with foreign tax credits, expense apportionment, application of the GILTI rules to partners of partnerships, and current regulatory guidance.

Break | 9:45am – 10:00am

Controlled Foreign Corporation Planning – Joseph M. Calianno, Colleen O’Neill, Esq., Brandon Svetcov, Esq. | 10:00am – 11:30am

Subpart F imposes numerous rules that impose US taxation on US shareholders of CFCs. This session addresses planning opportunities and traps for the unwary, earnings and profits limitations, and the use of various exceptions, including the same-country exception, the look-through rule for certain other payments between related CFCs, the active rent and royalty exception, and the high-tax exception. The discussion also addresses rules applicable to foreign base company sales and services income. The session covers the addition of “GILTI” rules pursuant to which US shareholders of CFCs are taxable on a far broader class of income than under the older Subpart F rules, including the definition of GILTI, the scope of the high-taxed exception, the ability to offset GILTI tax with foreign tax credits, expense apportionment, application of the GILTI rules to partners of partnerships, and current regulatory guidance.

Break | 11:30am – 11:45am

Outbound Planning and Choice Of Entity Considerations For Individuals – Thomas M. Giordano-Lascari, Esq., and Michael J.A. Karlin, Esq. | 11:45am – 1:00pm

A principal focus of the Tax Cuts and Jobs Act was reforming the taxation of US based multinationals. Unfortunately, the impact of that reform on individuals who own foreign corporations either directly or through pass-through entities, such as partnerships and S corporations, appears not to have been well thought out. This panel addresses the taxation of such individuals, the problems that they face under the TCJA, and the steps that they can take to mitigate these apparent unintended consequences of tax reform.

Lunch Break | 1:00pm – 2:15pm

International Mergers and Acquisitions: Us tax considerations and planning techniques – William S. Dixon, Esq., Sam K. Kaywood, Esq., and William B. Sherman, Esq. | 2:15pm – 3:30pm

Among the topics covered in this session are the US tax considerations for taxable and tax free stock acquisitions of foreign companies, CFC issues, tax-free acquisitions of US companies, planning for the use of holding companies, inversion transactions, debt-equity regulations, use of hybrid instruments, OECD BEPS issues, and recent developments. The session also includes planning in light of tax law changes from the TCJA, including the base erosion anti-abuse tax (BEAT) and the anti-hybrid deduction limitations.

Break | 3:30pm – 3:45pm

International Mergers and Acquisitions: Us tax considerations and planning techniques – William S. Dixon, Esq., Sam K. Kaywood, Esq., and William B. Sherman, Esq. | 3:45pm – 5:00pm

Among the topics covered in this session are the US tax considerations for taxable and tax free stock acquisitions of foreign companies, CFC issues, tax-free acquisitions of US companies, planning for the use of holding companies, inversion transactions, debt-equity regulations, use of hybrid instruments, OECD BEPS issues, and recent developments. The session also includes planning in light of tax law changes from the TCJA, including the base erosion anti-abuse tax (BEAT) and the anti-hybrid deduction limitations.

DAY 2: TUESDAY, JULY 12, 2022

Advanced Foreign Tax Credits – Ninee Dewar, and Mira Pivnyuk | 8:45am – 10:15am

With over six months having elapsed after their promulgation, this session dives into the final foreign tax credit regulations, exploring some of the key provisions and issues including what constitutes a creditable foreign income tax and how to allocate and apportion foreign tax to different “baskets.” The session covers, among other things, applying and navigating the newly renamed “attribution” and “cost recovery” requirements and the treaty coordination rules for foreign tax credit creditability determinations, as well as the rules for allocating and apportioning foreign tax applicable to disregarded distributions, foreign law distributions and dispositions.

Break | 10:15am – 10:30am

“FIRPTA” Rules Applicable to Foreign Persons Investing in Us Real Estate – Alan I. Appel, Esq., Heather Ripley, Esq., and Sean Tevel, Esq. | 10:30am – 12:15pm

This session addresses the definition of US real property interest; tax rules applicable to foreign persons disposing of US real property interests; special rules applicable to investments through real estate investment trusts; special exceptions including for interests in publicly traded companies and domestically controlled real estate investment trusts, as well as special exemptions for qualified pension investors and foreign sovereign investors; and treaty and other withholding tax exemptions for payments of interest to foreign investors.

Lunch Break | 12:15pm – 1:30pm

Use Of Partnerships in International Tax Planning – Kimberly Blanchard, Esq. | 1:30pm – 2:45pm

This session focuses on the application of numerous international tax rules where activities are conducted, or assets are held, through partnerships. In the case of “outbound” structures, the discussion addresses the definition of CFC, various types of Subpart F income, and GILTI, as well as investments in PFICs. In the case of “inbound” structures, the discussion includes a discussion of hybrid entities and tax and withholding rules applicable to dispositions of interests in partnerships that conduct a trade or business in the United States.

Break | 2:45pm – 3:00pm

Inbound Debt Investing – Jason Schwartz, Esq., and Matthew Stevens, Esq. | 3:00pm – 4:30pm

INBOUND DEBT INVESTING This session addresses issues relating to investments by foreign persons in U.S. debt, including U.S. trade or business status, the safe harbors for certain investing and trading activities, “season and sell” techniques, and the use of income tax treaties including “bring your own treaty” funds.