Brent D Klein
TAX

The Firm's Tax Practice Group has experience in all aspects of federal income, gift and estate tax planning and implementation, as well as in representation of taxpayers before taxing authorities, and at all levels of litigation in both civil and criminal tax cases. Our attorneys are knowledgeable in and have long-standing experience with state and local taxing authorities. Members of this practice area assist in solving tax-related problems and challenges in almost every other area of the Firm. A team approach between our Tax attorneys and those in the Corporate, Real Estate, Trusts and Estates and Litigation practices is vital to ensure that our clients' legal requirements are fully addressed.

The Firm's Tax attorneys have one or more of the following credentials: LL.M. in Tax; CPA certification; or tax certification by The Florida Bar.

Members of the Tax Practice Group have authored chapters in leading U.S. tax services and regularly publish articles in national and international tax and legal periodicals. They are frequently called upon to speak at tax seminars at the local, state and national levels.

Among our clients are individuals, corporations, partnerships, trusts and estates, governmental agencies and tax-exempt organizations. Because of the variety and complexity of the Firm's tax representation, our lawyers routinely monitor proposed changes in tax statutes and regulations at the federal and state level and keep clients apprised of major tax law revisions. They also advise government officials on drafting legislation.

The Firm's specific tax experience includes:

GENERAL TAX PLANNING

The Firm's attorneys handle the tax aspects of all types of business planning and transactions, including pre-incorporation planning, subchapter S elections and operations, acquisitions, partnerships and limited liability company planning, bankruptcy, reorganizations, sales and mergers. Likewise, we work closely with private investors and owners of closely-held businesses on personal, estate and financial planning. We are frequently called upon for the following:
* Structuring proposed transactions to achieve the business goals of the client while obtaining the optimal tax benefits;
* Determining the appropriate entity for new enterprises to achieve the diverse tax and financial objectives of each of the participants in the business;
* Integrating estate planning for the client with business and income tax planning;
* Forming and documenting "single purpose entitites" for securitized loan transactions;
* Representing clients on the tax consequences of bankruptcy and other workout situations;
* Consulting with clients and their accountants on the proper reporting of transactions for state and federal income;
* Structuring settlement agreements in divorce cases to achieve the financial and tax objectives of the parties;
* Counseling as to asset protection planning for business and personal;
* Structuring real estate like-kind exchanges and reverse exchanges;
* Consulting with clients on prospective tax liabilities from the disposition of business enterprises and the structuring of the same.

PARTNERSHIPS AND LIMITED LIABILITY COMPANIES

The Firm's strong background in real estate transactions has resulted in a particular tax ability in structuring and drafting partnership and limited liabilty company documents, and further includes:
* Analyzing proposed transactions to determine the effect of the rules governing special allocations, passive loss limitations and at-risk requirements;
* Structuring partnerships and limited liability companies with tax-exempt or foreign partners to comply with the rules governing these relationships

TAX-EXEMPT ORGANIZATIONS AND CHARITABLE PLANNING

Our attorneys are particularly proud of their involvement in the creation and operation of tax-exempt, charitable organizations. They have particular experience in:
* Drafting applications for recognition of tax-exempt status for organizations, as well as providing advice to maintain that exemption;
* Analyzing and structuring all aspects of tax-exempt financing to ensure that interest on such financing is exempt from federal income taxation; and
* Evaluating business opportunities for gift and estate tax benefits to maximize the transfer of wealth by our clients.

DEFERRED COMPENSATION, PENSION PLANS AND EMPLOYEE BENEFITS

Attorneys in the Tax Practice Group regularly advise clients on the structure of employee compensation and the long-term accumulation of wealth and are involved in:
* Structuring and drafting qualified retirement and welfare plans, such as pension and profit sharing, employee stock ownership and qualified stock option plans;
* Drafting nonqualified deferred compensation arrangements for both taxable and tax-exempt organizations; and
* Analyzing the status of workers as employees or independent contractors.

Certified Tax Law Attorney - Florida Bar

Brent D Klein
Ruden McClosky
701 Brickell Ave #1900
Miami FL 33131-2832
Tel: 305 789-2772
Fax: 305 537-3972
E-mail: brent.klein@ruden.com

Areas of Practice
* CORPORATE
- General
- Health Law
- Tax
* HEALTH LAW
* INTERNATIONAL LAW
- Health Law
* REAL ESTATE
* TAX
- State, Federal and International Tax
- Tax Litigation and Administration
* TRUSTS & ESTATES
- Administration
- Planning

Industries
* Healthcare

Mr. Klein focuses his practice on domestic and foreign tax matters and planning, as well as estate planning, corporate and commercial transactions, health law and business matters.

Mr. Klein has been involved in the structuring and documentation of executive compensation plans, qualified and non-qualified deferred compensation plans, and welfare benefit plans for numerous employers in various industries. His experience includes both the tax and ERISA issues relating to the design, adoption and maintenance of benefit plans.

Mr. Klein is Board Certified in Tax Law by the Florida Bar and is also an Adjunct Professor of Law in the Graduate Tax Program at the University of Miami. He co-authored "An Analysis of the Federal Income Tax Consequences of Severance Pay Plans Funded Through Section 501(c)(9) Trusts," Journal of Pension Planning and Compliance, and "Federal Gift and Estate Taxation of Group Term Life Insurance," Florida Bar Journal.
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