Kirton & McConkie has a longstanding tradition of excellence in advising and representing clients on their corporate and tax matters. Besides the need for carefully drafted organizational documents, companies need advice on other business transactions that often present complex tax or legal issues. Kirton & McConkie's Corporate & Tax Practice Section understands that legal questions should not get in the way of your business. We practice law with our eye on practical solutions, analyzing specific situations involving tax, transactions, employee benefit plans, and administrative law issues in the context of the entire business.

Kirton & McConkie's Corporate & Tax Practice Section offers a broad range of services, whether you need help with a corporate sale or acquisition valued in the hundreds of millions of dollars or you are organizing a start-up company. We frequently advise companies on the choice of business entity and create the organizational documents to meet those needs. As your business expands, Kirton & McConkie can help implement employee benefit plans, including retirement, medical, and cafeteria plans. Kirton & McConkie also reviews banking and other financial transactions, and advises on how best to structure mergers, acquisitions, and reorganizations to minimize tax. In the event your business needs to appear before state agencies on a property tax question or other administrative law issue, Kirton & McConkie is able to aggressively represent your interests.

Kirton & McConkie advises and represents a variety of business clients in a wide array of federal, state, local, and foreign tax issues. Besides careful tax planning and in-depth analysis of possible tax consequences, Kirton & McConkie's practice also includes tax controversies, such as audits, administrative appeals, and judicial proceedings. Kirton & McConkie frequently represents its clients in multi-faceted transactions and has successfully negotiated important tax-saving provisions to the advantage of our clients. Kirton & McConkie has a national reputation in advising and representing charitable institutions in obtaining exemptions from property, income, or corporate taxes. Several Kirton & McConkie attorneys have been involved in lobbying for or drafting legislation in the exempt organization area.

Kirton & McConkie also has a broad practice in advising individuals in their personal legal matters, such as estate planning. Our attorneys have years of experience in crafting estate plans for small to multi-million dollar estates, aiming to accomplish the client's goals with the lowest possible estate and gift tax cost.

Choice of Business Entity

Choosing the right type of business entity involves an analysis of such factors as the number of owners, the service or product offered, capital requirements, regulatory and tax factors, liability issues, and future expansion plans. Formerly, the choice was a simple trade-off between limited personal liability or flow-through taxation. The traditional choices of sole proprietorship, partnership, or corporation have now been joined by an alphabet soup of other business entities, such as the limited liability company (LLC) and limited liability partnership (LLP). These additions are designed to offer both limited tort liability and flow-through of income.

Business Taxation

Kirton & McConkie provides tax planning for transactions such as mergers, spin-offs, and reorganizations, including an up-to-date analysis of how to structure reorganizations involving limited liability companies. We also frequently represent business clients during audit examinations, as well as before IRS appeals and in state and federal court. We are also experienced with valuation challenges involving tangible and intangible assets and have worked with economists and other expert witnesses.

Tax Exempt Organizations

Kirton & McConkie stays current on developments affecting exempt organizations. Currently we are involved in efforts to amend certain Code sections dealing with unrelated business income tax. We are qualified to advise organizations on new Code provisions and regulations which define and tax "excess benefits," particularly as they affect executive compensation. We can assist your organization to structure its compensation plan to qualify for the IRS's "presumption of fairness." We have developed models for "donor-advised funds" and for "supporting organizations" through which such philanthropic activities can qualify for the most favorable tax treatment.

Employee Benefits & Proposed IRS Regulations

Businesses involved in mergers and acquisitions often fail to consider the implications of such transactions on employee benefit plans, which leads to substantial and costly problems. Recently, the IRS proposed new regulations to determine which party in a merger has the responsibility to continue the medical plan coverage under COBRA. The proposed IRS regulations allow the parties to determine COBRA responsibility by contract. However, there are a number of complicated rules in the proposed regulations that will dictate which party has COBRA responsibility if the responsibility is not allocated by contract or if the responsible party does not fulfill its contractual obligations.

Business Entity Services

• Choice of business entity
• Mergers and acquisitions
• Business formation and administration
• Non-profit entities

Tax Services for Businesses

• Tax planning for corporations, limited liability companies, partnerships, S-corporations, and sole proprietorships
• Transactional planning

Tax Controversies and Litigation

• Representation during IRS examinations and appeals
• Tax representation before state and federal courts

Not-For-Profit Entities

• Worldwide tax and organizational planning and implementation

Personal Tax and Estate Planning

• Estate plans
• Wills and trusts
• IRS representation
• Charitable donation strategies

Administrative Practice

• Representation before state and local government agencies
• Representation before state and federal legislative bodies
• Property tax disputes and resolutions

Employee Benefits

• ERISA, COBRA, HIPAA, and ADEA compliance
• Cafeteria plans
• Qualified and non-qualified retirement plans
• Medical and other welfare plans
• Employee benefit plans of tax exempt organizations

American Family Care of Utah, American Association of Procedural Coders, Altius Health Care, Associated Foods, Bryon Russell and Movin' On Up, Inc., Christmas Box Foundation, Coldwell Banker Premier Realty, Inc., Deseret Management Corporation, Deseret Mutual Benefits Association, Deseret News, Deseret Trust Company, DHI Computing Service, FBI National Executive Institute Associates, Heritage Management, Johansen-Thackeray & Company, LDS Family Services, Major Cities Chiefs Association, Molina Healthcare of Utah, Net Vision, Inc., Provo College, Quick Turn Circuits, Salt Lake City Police Mutual Aid Association, Salt Lake County, Southern Virginia College, The Church of Jesus Christ of Latter-day Saints, Utah School Board - Risk Management Mutual Insurance Association, Utah Self Insurers Association, Wildwood Enterprises, Inc.