Overview
The use of business structures designed to take advantage of flexible “pass-through” tax benefits afforded to certain entities under federal and state tax laws has increased significantly in recent years. This has resulted in the need for transactional attorneys capable of addressing the unique organizational and tax issues faced by partnerships, limited liability companies, joint ventures, and their partners and members.
Calfee attorneys are experienced in all phases of the formation, capitalization and fundraising, taxation, and governance of partnerships, limited liability companies, and joint ventures. Our attorneys have the experience and knowledge needed to assist in creating and managing businesses structured as partnerships, LLCs, and joint ventures in order to most effectively meet their needs and goals.
Professionals
Professionals
Experience
Experience
- Represented promoters of private equity/venture capital funds that raised in excess of $500 million in investment capital during the past three years.
- Designed and documented joint venture arrangements between major national real estate investment fund and its management advisers, providing parties with desired tax benefits and decision‑making flexibility.
- Formed numerous “fund-of-funds” entities for investment advisory firms, permitting the clients of such firms to invest in investment funds and ventures not otherwise accessible to them.
- Represented Cleveland Tomorrow in connection with the formation and capitalization of three development partnerships that have provided funding for significant Cleveland development projects, including Gateway, the Rock & Roll Hall of Fame, Browns Stadium, and over 25 downtown and neighborhood retail and housing projects.
- Counseled clients regarding the formation of numerous family partnerships and LLCs, including handling of tax issues and documentation requirements.
- Structured and documented complex partnership distribution and contribution program to enable partners of real estate partnership to take advantage of tax‑deferred exchange provisions.
FAQ
FAQ
What Are the Advantages of Using a Limited Liability Company (LLC)?
An LLC provides the best of both the corporate world and the partnership world. Like corporation shareholders, the owners of an LLC (who are referred to as “members”) are insulated from liabilities for the debts of the business. While most corporations are subject to a double layer of taxation (one at the entity level and a second at the shareholder level), LLCs generally are treated as partnerships for tax purposes, resulting in a single layer of taxation (at the member level). This combination of limited liability and “pass-through” tax treatment, together with the flexibility afforded to LLCs to tailor management and economic sharing arrangements to fit their business needs, makes the LLC the preferred choice of entities for many businesses.
News & Events
News
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- Crain's Cleveland Business,
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- 05.02.2024
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- Ohio Super Lawyers,
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- Business Insurance,
- Crain's Cleveland Business,
- The International Financial Law Review,
- Securities Compliance Podcast: Compliance in Context,
- Securities Compliance Podcast: Compliance in Context,
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- Cincinnati Business Courier,
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- Cincy Magazine,
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- Crain's Cleveland Business,
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- Claims Journal,
- Law360,
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- Ohio Super Lawyers,
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- U.S. News & World Report and Best Lawyers®,
- Cleveland Metropolitan Bar Journal, October 2021
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- The Best Lawyers in America©,
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Events
- Cincinnati, Ohio,
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Alerts
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Industry/Sector Contacts
Related Industries/Sectors
- Banking, Financial Services and Insurance
- Construction
- Education
- Energy and Utilities
- Entertainment, Media and the Arts
- Entrepreneurs and Emerging Companies
- Food and Beverage
- Gaming and Hospitality
- Health Care
- Individuals and Families
- International
- Manufacturing and Industrial
- Medical Devices, Pharmaceuticals & Life Sciences
- Private and Family-Owned Businesses
- Public Companies
- Real Estate
- Retail and Consumer Products
- Software and Information Technology
Related Practices
- Appellate Proceedings Litigation
- Business and Fund Formation
- Business Restructuring and Insolvency
- Commercial Contracts
- Commercial Lending
- Compliance / Regulatory Services
- Construction Law
- Corporate and Finance
- Emerging Companies and Venture Capital
- Employee Benefits and Executive Compensation
- Energy and Utilities Law
- Energy and Utilities – Federal Regulatory
- Environmental Law
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- Estate and Succession Planning and Administration
- Government Relations and Legislation
- Health Care Litigation
- Health Care Regulation
- Information Technology Law
- Insurance Coverage
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- Intellectual Property
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- Investment Management
- Labor and Employment
- Liquor and Alcohol Licensing and Regulation
- Litigation
- Patent Prosecution
- Privacy and Data Security
- Private Equity
- Public Utilities, Energy and Telecommunications Litigation
- Public/Private Partnership Law
- Real Estate Litigation
- State Government Relations and Policy
- Tax Law
- Tax Litigation
- Technology Transfer
- Tort, Accident and Product Liability Litigation
- Trade Secret
- Trademark Law
- Wealth Management Law
- White-Collar Defense and Investigations