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International Tax Issues 2020 Chicago


Speaker(s): Adam S. Halpern, Ari Berk, Damon M. Lyon, Eric B. Sensenbrenner, Gary B. Wilcox, Gretchen T. Sierra, John J. Merrick, José E. Murillo, Lowell D. Yoder, Michael J. Hauswirth, Nicholas J. DeNovio, Rocco V. Femia, Russell R. Young, Sarah I. Staudenraus, Thomas M. Zollo
Recorded on: Sep. 2, 2020
PLI Program #: 301654

Adam is a partner and the chair of Fenwick’s tax group, with 20 years of experience practicing U.S. international tax law.

Recognized as a leading tax practitioner, Adam focuses on the U.S. federal income taxation of international transactions. In recent years, Adam’s practice has focused significantly on the 2017 TCJA, including FDII, GILTI, BEAT, and the new foreign credit system. Adam also handles traditional international tax issues such as transfer pricing, cross-border M&A, international restructurings, Subpart F, source of income and expense allocations.

Over 20 years at Fenwick, Adam has developed a reputation for delivering practical, targeted advice on complex tax matters.  He has successfully defended U.S. and non-U.S. multinationals in federal tax controversies at all levels.  He is a frequent speaker at TEI and PLI, and a Lecturer in Law at Stanford Law School.  He has been named a leading tax lawyer by Chambers, International Tax Review, and The Legal 500.

As chair of Fenwick’s tax group, Adam leads a team of lawyers recognized across the United States and internationally. The group has represented more than 100 Fortune 500 companies on tax matters, and has served as counsel in innumerable IRS Appeals proceedings and federal court tax cases. 


Ari Berk is a Principal in the Passthroughs group in the Washington National Tax Office of Deloitte Tax LLP.  He specializes in the taxation of partnerships and their partners in domestic and cross-border mergers and acquisitions, financing transactions, and restructurings.  Ari has extensive experience with issues straddling the intersection between the rules governing partnerships and international taxation.  Prior to re-joining Deloitte, Ari was an Attorney Advisor in the Office of Tax Legislative Counsel at the U.S. Department of the Treasury, a senior manager in the same Passthroughs group in which he is now a Principal, and an attorney for the Internal Revenue Service, Office of Chief Counsel in the Passthroughs and Special Industries division.


Background

Ms. Staudenraus is a partner at KPMG’s Washington National Tax practice in the Passthroughs group, where she is a primary contact for KPMG’s alternative investments practice.  She has over 20 years of experience, advising the firm’s largest clients on tax planning associated with entities taxed as partnerships, including forming and liquidating partnerships, acquisition and sales of partnership interests, current and liquidating property distributions from partnerships, and debt restructurings.  She routinely advises private equity funds on fund structuring considerations, as well as portfolio company acquisitions and dispositions.    

Ms. Staudenraus’ clients include private equity and hedge funds, real estate funds, energy funds, multinational corporate joint ventures operating in tax partnership form, and operating partnerships.  She is also responsible for instructing the firm’s seminars in the taxation of partnerships.

Professional and Industry Experience

Ms. Staudenraus joined KPMG in 1996 as a direct hire to the US Corporate Tax Group in London, England.  While there, she advised primarily UK and European clients on their US tax implications associated with inbound US investing and transactions.  She also advised US Shareholders with respect to the US tax implications of investment in foreign corporations and foreign partnerships.  Subsequently, Sarah transferred within KPMG to the Raleigh, North Carolina, office where she provided US income tax advising and compliance services to a variety of clients, predominately foreign private equity funds and companies with international operations.  She served as the international tax resource for the Carolinas business unit.  Ms. Staudenraus joined KPMG’s Washignton National Tax practice in 2003.  Previous to her employment with KPMG, she functioned as a financial accounting comptroller in private industry.

Sarah is the former chair of the AICPA’s Technical Resource Panel – Partnerships, and is a frequent lecturer and writer on parnership tax matters.

Education, Licenses & Certifications

Master of Professional Accounting, cum laude, from the University of Washington 

Bachelor of Arts, Business Administration and Finance, Eastern Washington University

Certified Public Accountant – District of Columbia

Certified Public Accountant – North Carolina


Damon M. Lyon focuses his practice on cross-border mergers and acquisitions, global planning and international controversies for multinational companies. He advises clients on a broad range of tax issues, including tax-efficient structuring of acquisitions, dispositions, financings, internal reorganizations and joint ventures. Damon also provides advice concerning multi-jurisdictional business structures, such as intangible holding companies and finance company structures.


Gary Wilcox is a partner in Mayer Brown's Washington DC office and a member of the Tax Controversy and Transfer Pricing practices. Previously, Gary served as a co-leader of PricewaterhouseCoopers' (PwC) US tax controversy practice, and led the tax practice at another international law firm. He also served as the deputy chief counsel of the US Internal Revenue Service (IRS).

Gary’s practice focuses on tax controversies and tax planning.  He represents multinational corporations in the audit and appeals phases of an IRS dispute as well as in litigation.  Gary has particular experience with controversies arising from complex transactions, typically in a cross-border context, such as leveraged distributions and other repatriations, intercompany debt, worthless stock deductions, and cost sharing arrangements.  He has litigated significant cases in U.S. Tax Court including a case involving intercompany debt (ScottishPower).

Gary also has many years of experience advising clients on structuring mergers, acquisitions and internal reorganizations, and now regularly advises on planning issues arising from the Tax Cuts and Jobs Act. He is a frequent lecturer on corporate tax issues, and is an author of the BNA Tax Management Portfolio entitled "Corporate Acquisitions- (A), (B), and (C) Reorganizations." 

Gary has an LL.M. in Taxation from New York University, a JD with highest honors from the University of Oklahoma and an undergraduate degree (cum laude) from Texas Tech University.  Gary is a former council director of the American Bar Association’s Tax Section and a fellow of the American College of Tax Counsel.


Gretchen Sierra is a Principal in Deloitte's Washington National Tax/International Tax Services group.  She advises U.S. and foreign-based multinationals on a broad range of international tax matters, including supply chain structuring, IP migrations, U.S. income tax treaties, inbound planning, financing transactions, cross-border mergers and acquisitions, and e-commerce transactions.

Prior to joining Deloitte in January 2009, Ms. Sierra was Deputy International Tax Counsel in the Office of Tax Policy of the U.S. Treasury Department.  As Deputy International Tax Counsel, she had responsibility for a broad spectrum of U.S. tax treaty and international tax regulatory and legislative matters, including the contract manufacturing regulations.  Prior to joining the Treasury Department in 2005, she was Legislation Counsel for the Joint Committee on Taxation of the U.S. Congress, where she advised the House Ways & Means Committee, the Senate Finance Committee, and other members of Congress on proposed international tax legislation, including the American Jobs Creation Act of 2004.


Ms. Sierra is an adjunct professor at the Georgetown University Law Center.  She is also a coauthor of the Bloomberg/BNA Tax Management Portfolio Planning Matrix for U.S.-Based Multinational Corporations.


John Merrick, a Senior Level Counsel to the Associate Chief Counsel (International), has been with the Office of Chief Counsel for over 15 years.  Prior to joining Chief Counsel, he practiced international tax in the national offices of two accounting firms in Washington.  He also practiced international and corporate tax in Chicago with an accounting firm and a law firm.


Lowell D. Yoder is a partner in the law firm of McDermott Will & Emery’s Chicago office.  He focuses his practice on cross-border mergers and acquisitions, global tax planning and international tax controversies, representing high-tech, pharmaceutical, ecommerce, financial, consumer and industrial companies.  He advises on tax efficient structuring of cross-border acquisitions, dispositions, financings, internal reorganizations and joint ventures, as well as tax beneficial planning for intangible holding companies, global supply chains, and multi-jurisdictional services arrangements.  Lowell also represents clients before the Internal Revenue Service handling audits and obtaining tax rulings.  He works with an extensive network of lawyers worldwide developing tax favorable transactional and operational cross-border structures. 

Lowell has spoken on a variety of international topics before numerous professional organizations.  He is the editor-in-chief of CCH’s International Tax Journal, and has authored and published numerous articles and treatises on international topics. Lowell was an adjunct professor at the Northwestern University School of Law, where he taught advanced international taxation.

Lowell is an active member of International Committees and Advisory Boards. He chairs Practising Law Institute’s International Tax Issues.  He is a fellow of the American College of Tax Counsel and is USA Branch Counsel of the International Fiscal Association.  He is a member of the Planning Committees for the University of Chicago Law School’s Annual Federal Tax Conference and the GWU/IRS Annual Institute on International Taxation, and on the Advisory Board of the Tax Management International Journal.


Michael is a principal in PwC’s Washington National Tax Services M&A group.  His practice focuses on all aspects of partnership taxation.  His recent experience includes work on tax reform issues, structuring, and compliance for strategic joint ventures, professional services partnerships, master limited partnerships, and investment funds. 

Immediately prior to joining PwC in 2013, Michael spent five years working for the U.S. Congress, first as Legislation Counsel to the Joint Committee on Taxation and then as Tax Counsel to the Committee on Ways and Means.  Prior to going to work on the Hill, Michael was a tax lawyer with a large, international law firm.

Michael received a B.A. in History and German Language and Literature from Northwestern University and a J.D. from Harvard Law School.


Mr. Sensenbrenner has extensive experience in assisting clients in the planning and execution of mergers, acquisitions and spin-offs, and in structuring cross-border investments and capital markets transactions.

Mr. Sensenbrenner regularly advises U.S. and international multinational companies in connection with cross-border mergers and acquisitions, and post-acquisition restructuring and integration transactions, and represents clients in connection with structuring cross-border investments, including the formation of U.S. and foreign joint ventures. Mr. Sensenbrenner also regularly advises clients with respect to international tax planning matters generally, including subpart F, the foreign tax credit and transfer pricing. He is a frequent author and lecturer on topics related to corporate and international taxation.

Mr. Sensenbrenner repeatedly has been selected for inclusion in Chambers Global: The World’s Leading Lawyers for Business and Chambers USA: America’s Leading Lawyers for Business, and also has been named in Who’s Who Legal: Corporate Tax. He was a member of the deal team recognized by the Daily Journal with a 2016 California Lawyer Attorneys of the Year award for innovative work on behalf of Broadcom Corporation in its acquisition by Avago Technologies, which was named the Americas Technology and Telecom Tax Deal of the Year at the 2016 International Tax Review Americas Awards


Mr. Young advises multinational companies regarding transfer pricing and international tax issues. This often involves identifying ways to balance transfer pricing compliance with other tax issues, as well as the need to accommodate operational, financial, and other legal interests of the enterprise. He has significant experience addressing the issues faced by life sciences companies.

Russ also represents taxpayers involved in contested tax matters and counsels multinational companies seeking to manage the risk of future tax controversies. He is often retained to apply his controversy expertise to the assessment of tax risks that are not yet under IRS audit. Russ represents taxpayers at all stages of tax controversies, assisting corporate clients in resolving issues as favorably and as efficiently as possible. In most cases, this can be done at the IRS Examination or Appeals level. However, in situations where litigation is required, Russ has represented taxpayers in the U.S. Tax Court, the U.S. Courts of Appeals, and the U.S. Supreme Court.

Having represented taxpayers from the transaction planning stages through appellate litigation, Russ helps clients balance the desire for rigorous advance planning that is advantageous in the rare event a disputed tax matter proceeds to tax litigation with the need to manage operational, legal, accounting, financial, and regulatory complexity.

 

Education and admission

Mr. Young holds a B.A. in Economics from Washington University in St. Louis and a J.D. (cum laude) from Harvard Law School. He was admitted to the Illinois bar in 1996.


Nicholas J. DeNovio, Global Chair of Latham & Watkins’ International Tax Practice, is a partner in the Washington, D.C. office and member of the Audit Committee and Strategic Client Committee.

Mr. DeNovio advises large domestic and international corporations on cross-border transactions involving mergers and acquisitions, spin-offs, financings, and group structuring. He has represented a number of the world's leading corporations on multi-billion dollar transactions covering jurisdictions around Europe, Asia, and the Americas.

Mr. DeNovio began his career in private practice in New York City and became a partner at a global law firm. He is a member of the board for the George Washington University (GWU)/Internal Revenue Service (IRS) International Tax Program and served as Chair of the University of Chicago’s Federal Tax Conference from 2012 – 2014.

Mr. DeNovio is consistently ranked by The Legal 500 US, Chambers USA and Super Lawyers as one of the leading tax lawyers in the District of Columbia. In addition, The Legal 500 US and Chambers Global regularly recognize him for his international tax work.

Mr. DeNovio is a renowned speaker and writer for organizations such as Tax Executives Institute (TEI), Practicing Law Institute (PLI), International Fiscal Association (IFA), National Foreign Trade Council (NFTC) and various bar associations.


Rocco V. Femia is a member of Miller & Chevalier Chartered.  Mr. Femia’s practice focuses on counseling and advocacy work on behalf of U.S. and foreign-based multinational enterprises. These projects typically involve complex, highly technical U.S. international tax, tax treaty, and transfer pricing issues often involving hundreds of millions or billions of dollars.  Mr. Femia has counseled clients with respect to the implementation of the new U.S. international tax rules enacted in the 2017 Tax Cuts and Jobs Act (TCJA), including the section 965 transition tax and the new GILTI and BEAT regimes.  Mr. Femia’s transfer pricing work has included the negotiation of Advance Pricing Agreements with the IRS and other tax authorities, the resolution of disputes through the Competent Authority or MAP process and the resolution of disputes with the IRS through the administrative Appeals process and litigation.

Mr. Femia is a former Associate International Tax Counsel at the U.S. Department of the Treasury, Office of Tax Policy.  While at the Treasury, Mr. Femia had responsibility for a broad spectrum of U.S. tax treaty and international tax regulatory and legislative matters. 

Mr. Femia writes and speaks regularly on a variety of international tax and transfer pricing issues, and is a former Adjunct Professor at the Georgetown University Law Center.  Mr. Femia graduated, magna cum laude, from Georgetown University Law Center in 1995.  He received his B.A. in Economics from Duke University in 1991.


José is a National Tax partner and leads the International Tax Services group within Ernst & Young LLP’s National Tax Department.  José also serves as the firm’s National Director of Technical Services for the International Tax Services practice.  His practice focuses primarily on cross—border acquisitions, dispositions and restructurings. Prior to his current role, José was in the Treasury Department’s Office of Tax Policy, where he assisted with the development of international tax policy, Treasury regulations and other guidance, and negotiating income tax treaties. Prior to his time at the Treasury Department, he was part of EY’s International Tax Services practices in the Houston and Washington, DC offices. José received a MPA (Taxation) and a BBA (Accounting) from The University of Texas at Austin. José is a CPA licensed in Texas and Washington DC.  José is a frequent contributor to international tax publications and speaker at internal and external international tax seminars.


Tom is a Principal in the International Corporate Services practice of KPMG Chicago’s Washington National Tax. He specializes in structuring the operations of multinational corporations.

Tom focuses on structuring the operations of multinational corporations, primarily in the industrial and consumer market sectors. Tom has led a large number of international supply chain redesign projects for U.S.-based multinationals involving the establishment of regional entrepreneur companies. He also has significant experience advising non-U.S. multinationals on issues related to the establishment and operation of their U.S. businesses, including the application of treaty provisions, the U.S. effectively connected income rules, and the U.S. interest-stripping rules. Tom has considerable experience in tax controversy matters, particularly those involving transfer pricing. He has represented taxpayers before IRS Appeals throughout the US, in the US Tax Court, and in competent authority proceedings. Tom served as the United States reporter on business restructurings to the 2011 International Fiscal Association World Congress. He has spoken at many of the world’s leading tax forums, including the George Washington/IRS Tax Conference, the University of Chicago Tax Conference, several national and international meetings of the International Fiscal Association, the American Bar Association’s annual meeting, and the Tax Executive Institute’s annual meeting.

Tom is recognized in the Tax Law Review’s Guide to the World’s Leading Tax Advisors, Guide to the World’s Leading Transfer Pricing Advisors, and Tax Controversy Leaders Guide.