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International Tax Issues 2017


Speaker(s): David J. Canale, David J. Sotos, Diana S. Doyle, Eric B. Sensenbrenner, Gretchen T. Sierra, John D. Bates, John J. Merrick, Joseph M. Calianno, Karen Lohnes, Oren Penn, Peter A. Glicklich, Peter H. Blessing, Rocco V. Femia, Stephen R.A. Bates, T. Timothy Tuerff, Thomas M. Zollo
Recorded on: Feb. 7, 2017
PLI Program #: 186476

David J. Canale is EY’s Global & Americas Leader, Transfer Pricing Controversy Services. He has over 20 years of experience in transfer pricing. Dave advises both US and foreign-based multinational companies on transfer pricing controversy and risk management, planning and structuring. He assists clients with transfer pricing policies, controversy resolution (including audit dispute resolution), Advance Pricing Agreements (APA), Mutual Agreement Procedures (MAP) and monitoring tax treaties and competent authority. Dave works with companies in a variety of industry sectors, including pharmaceutical, medical device, electronics, computer, telecommunications, energy, transportation, entertainment, automotive, heavy manufacturing, food and beverage, consumer goods, apparel, publishing and information services, retail and chemical.

Prior to joining EY, Dave served with the Internal Revenue Service’s APA Program in the Office of Associate Chief Counsel (International). He was acting branch chief for the program and served as program coordinator for all bilateral APAs with Canada. He also developed strategies and coordinated with the US competent authority regarding negotiations with various treaty partners. Dave’s combined IRS and private practice APA and MAP experience includes well over 200 cases, comprising files with Japan, Canada, Mexico, UK, Germany, France, The Netherlands, Switzerland, Belgium, Australia, China, India, Korea and Indonesia.

Dave is past Chair of the Transfer Pricing Committee in the American Bar Association’s Section of Taxation. He now serves as a technical reviewer on government submissions on behalf of the Section. He is a frequent speaker on transfer pricing, guest lectures for Georgetown Law Center’s LL.M. (Taxation) program, and has provided training to the IRS, Chinese Local Tax Bureaus and the Korean NTS on APA and MAP matters.  Dave has co-authored the Bureau of National Affairs’ Tax Practice Series on Transfer Pricing and Portfolio 947-1st, Reporting Requirements Under the Code for International Transactions. In addition, he has authored many articles on transfer pricing issues.

Dave received a B.A., magna cum laude, from the University of Dayton; a J.D. from American University Washington College of Law; and an LL.M. (Taxation) from Georgetown University Law Center.


Diana Doyle chairs the Chicago Tax Department, where her practice focuses on tax planning for multinational companies, with an emphasis on private and public company mergers and acquisitions.

She has advised domestic and international companies on such matters as structuring taxable and tax-free stock and asset acquisitions and dispositions, cross-border migrations, tax-free reorganizations and spin-offs, securities offerings, limited liability company agreements and partnership tax. Ms. Doyle also has significant experience with tax audits, administrative appeals and litigation.

Ms. Doyle serves as a member of and is a past chair of the planning committee for the University of Chicago Tax Conference and is a frequent speaker on a variety of tax topics, including the following recent presentations:

  • “Understanding and Applying Section 163(j)” at Tax Executives Institute’s 73rd Annual Conference (2018) (“The Graphic Guide to Section 163(j)” to be published in March/April 2019 edition of Tax Executive magazine)
  • “International Joint Venture Issues” at PLI’s Tax Planning for Domestic & Foreign Partnerships, LLCs, Joint Ventures & Other Strategic Alliances Conference (2018)
  • “Tax Issues in M&A Contracts” at PLI’s Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings Conference (2018)
  • “Back in Time: In Search of a Coherent Theory of Transactional Retroactivity” at the University of Chicago Federal Tax Conference (2016) (paper published in March 2017 edition of TAXES)

Chambers USA consistently ranks Ms. Doyle for her efforts in the Tax practice, including 2018 recognition as a leading lawyer, and The Legal 500 has recognized her for her work in the US Taxes: Non-Contentious practice. She chairs Latham’s Brexit Task Force and is a member of its global strategic Initiatives Committee. Ms. Doyle is a past board member of the Chicago-based Coalition of Women’s Initiatives in Law and a past Advisory Board member of Latham’s Women Enriching Business (WEB) initiative.

Education

  • JD, University of Chicago Law School, 1996
  • BS, Northwestern University, 1988


Gretchen Sierra is Partner-in-Charge of 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.


Joe is a tax partner and serves as the firm’s International Technical Tax Practice Leader in BDO’s Washington D.C. office. He practices in all areas of international taxation and helps assist the offices around the firm and the firm’s clients with complex international tax issues. He regularly advises on issues relating to cross-border restructuring and financing, subpart F and foreign tax credit planning, inbound planning including tax treaties, and global tax rate reduction.

Prior to joining BDO, Joe was a partner with Grant Thornton’s National Tax Office and served as the firm’s International Technical Tax Practice Leader.  He previously worked as Special Counsel to the Deputy Associate Chief Counsel (International) in the Office of Chief Counsel, Internal Revenue Service. As Special Counsel, he served as 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 IRS field offices. He also spent several years in private practice at a large law firm and a Big 4 global accounting firm advising clients in several areas of tax law, including international, corporate and partnership taxation.

EDUCATION

M.B.A., New York University’s Leonard N. Stern School of Business

LL.M., Taxation, New York University School of Law

J.D., Villanova University School of Law, cum laude

            Villanova Law Review, member

B.S., Accounting, University of Scranton

PROFESSIONAL AFFILIATIONS

American Bar Association, Tax Section    

            Past Chair, Foreign Activities of U.S. Taxpayers (FAUST) Committee

   Past Vice Chair, FAUST Committee

            Past Chair, International Aspects of Subchapter C Sub-Committee, FAUST

American Institute of Certified Public Accountants

     Member of AICPA’s Tax Executive Committee  

            Past Chair, AICPA’s International Tax Technical Resource Panel

            Past Vice-Chair, AICPA’s International Tax Technical Resource Panel

PRESENTATIONS & PUBLICATIONS

Mr. Calianno is a frequent speaker on international and corporate tax issues, including a regular speaker on Tax Reform. He has published numerous articles on international tax issues in several national journals and has been cited in several major treatises.  He is frequently quoted in the tax press (e.g., Bloomberg’s Daily Tax Report, Tax Notes, and Tax Notes International) on legislative and regulatory developments, including developments relating to the TCJA.


John Merrick is a Senior Level Counsel to the Associate Chief Counsel (International) in the Office of Chief Counsel.  Prior to joining Chief Counsel, Mr. Merrick 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.  Mr. Merrick holds a Bachelors in Business Administration in accounting from Loyola University Chicago, summa cum laude, where he also earned his J.D., cum laude, and was a member of the Loyola Law Journal.  He obtained an LL.M. in Taxation from the De Paul College of Law.  He also passed the Certified Public Accountant exam.


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


Peter Blessing is the Associate Chief Counsel (International) at the Internal Revenue Services.  Previously, he was a member of the Complex Transactions Group within the Washington National Tax practice at KPMG, operating principally from the New York City and Stamford offices.  His practice involves transactional and advisory matters, generally in a cross-border context.    

Mr. Blessing recently completed his term as the President of the USA Branch of the International Fiscal Association (2016-18). He has served as Chair of the New York State Bar Association Tax Section (2010), Chair of the International Bar Association Taxes Committee (2010-11), Vice Chair Government Relations of the ABA Tax Section (2014-16), and President of the International Tax Institute, and has taught as an adjunct law professor at Columbia Law School (2008-11).  He has authored numerous articles and texts on taxation, including a treatise on US income tax treaties.  He is the editor as well as a co-author of “Tax Planning for International Mergers, Acquisitions, Joint Ventures and Restructurings” first published by Kluwer Law International in 2012.

Mr. Blessing graduated from Princeton University, Columbia Law School and New York University School of Law (LLM Taxation). 


Peter Glicklich is the Managing Partner of the firm's New York office and a partner in its Taxation practice.  For over 25 years, he has counseled North American and foreign-based multinationals and other institutions on their international and corporate tax concerns.

Peter concentrates his practice in the taxation of inbound corporate and international transactions.  He advises public and closely held corporations, private equity and hedge funds, and REITs in connection with their mergers and acquisitions, cross-border financings, restructurings, reorganizations, spinoffs and intercompany pricing.  Peter has advised entities in diverse fields, including real estate, infrastructure, finance, retail, manufacturing, mining, biotechnology, service software, transportation, telecommuni¬≠cations, beverages and pharmaceuticals.  He has worked with institutional investors, private equity, hedge and venture capital funds, foreign governments, pension plans, Fortune 500 companies, investment banks, commodities and securities dealers, insurance companies, and others.  Peter also arbitrates tax-related contract disputes arising in connection with M&A and other transactions and handles tax controversies.

A cum laude graduate of Harvard Law School, and an honors degree graduate of the University of Wisconsin — Madison, Peter is on the Executive Committees of the International Fiscal Association and of its U.S.A. Branch, the Advisory Board of BNA, and he speaks and writes frequently on international tax topics, including at the Practicing Law Institute.


Tim Tuerff is an international tax partner in the Washington National Office, serving U.S.-based multinational clients involved in cross-border transactions.  His practice involves consulting related to structuring of international business operations, mergers and acquisitions, financing international operations, repatriation and utilization of foreign tax credits.

Mr. Tuerff brings over twenty years of experience providing international tax consulting services to multinational corporations as well as a senior level government service to his client engagements.  This experience includes practicing in the national office of international accounting firms, the practice of law in Washington D.C. and government service as Special Assistant to the Chief Counsel of the Internal Revenue Service.  Mr. Tuerff has served as the Managing Partner for the Deloitte Washington National Tax Office and as a member of the Board of Directors of Deloitte LLP.  Mr. Tuerff’s variety of experience allows him to provide practical tax planning advice taking into account transactions that are currently executed in the marketplace as well as the position of global taxing authorities.  He has also testified before the U.S. Congress Ways and Means Subcommittee on Select Revenue Measures concerning the International Tax Reform Discussion Draft addressing a territorial system of taxation.

Mr. Tuerff is a frequent contributor to tax periodicals, including Tax Notes and Tax Notes International and the Practicing Law Institute journal, Tax Planning for Domestic & Foreign Partnerships, LLCs, Joint Ventures & Other Strategic Alliances, the American Bar Association, International Franchising Journal, and BNA Tax Management Portfolio No. 6380, Outbound Tax Planning for U.S. Multinational Corporations. These periodicals stress the importance of comprehensive tax planning for global transactions.

Professional Memberships

Mr. Tuerff is a member of the American Bar Association and the District of Columbia Bar Association.  Mr. Tuerff is also a District of Columbia certified public accountant.

 


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.

 

 


David is a Principal in the Washington National Tax Services-International Tax Services practice.  David's practice focuses on international tax matters including M&A, restructuring transactions, and subpart F and foreign tax credit planning for U.S. multinational corporations.  In June 2013, David relocated to San Jose but remains part of PwC's WNTS-ITS practice.     

David joined PwC in April 2012 from Skadden, Arps, Slate, Meagher & Flom in Washington D.C, where he advised and represented U.S. and foreign multinational corporations, including several pharmaceutical companies, on a broad range of international tax planning and tax controversy matters, including corporate inversions, as well as subpart F and foreign tax credit planning.  

Prior to private practice, David served ten years in various roles in the US government including as an attorney advisor for the U.S. Tax Court, the IRS Office of Associate Chief Counsel, serving in both the Passthroughs and Special Industries and International divisions, as well as the International Tax Counsel's Office of the Department of the Treasury.  While in the government, David was extensively involved in the development and issuance of a broad array of international tax guidance projects, the negotiation of several U.S. tax treaties and protocols, and the evaluation of legislative proposals.  He authored the regulations under Section 1446 relating to partnership withholding, and was integral in the modernization of the dual consolidated loss regulations under Section 1503(d) and the foreign base company sales regulations under Section 954(d), as well as significant guidance under Section 367 relating to cross-border M&A transactions.  David also represented the United States in negotiating tax treaties and protocols with Canada, Belgium, and Bulgaria, and was the lead U.S. Treasury delegate responsible in the early negotiations to obtain tax information exchange agreements with Gibraltar and Liechtenstein.     

David is a member of the American Bar Association, and the DC Bar Association, and frequently writes and speaks on international tax issues.  He is licensed to practice law in Ohio and the District of Columbia, and represent clients before the United States Tax Court.  

David received his LL.M. in Taxation from the University of Florida, his J.D from Capital University Law School (summa cum laude) and his B.S.B.A. in Accounting (cum laude) from Ohio State University.  

 


John is a Principal in the International Tax group of Deloitte's Washington National Tax office. John has a sophisticated and broad-based international tax advisory practice. He advises clients in many industries on outbound and inbound international tax matters, focusing on planning and transactional matters. Before joining Deloitte, John was a partner in and the leader of the international tax practice of a large law firm. 

John is an adjunct professor of international tax at Georgetown University Law Center and regularly speaks on international tax matters. He received a BA in Mathematics and Economics and a JD from the University of Virginia and an LLM from Georgetown University Law Center. He is a member of the Illinois Bar Association and the Washington, DC Bar Association. 

 


Karen Lohnes is the leader of the PwC Passthrough Group.  She is a fully dedicated specialist in all aspects of Partnership taxation.  Mrs. Lohnes assists clients with joint venture matters, including structuring domestic and foreign partnership acquisitions and disposition transactions.

Mrs. Lohnes has extensive consulting experience in the areas of partnership formation and operational issues, including disguised sales, substantial economic effect analysis and section 704(c) methods.  Her experience also includes treatment of contractual alliances, application of section 197, basis adjustments and section751 analysis.
Prior to joining the legacy firm PricewaterhouseCoopers LLP, Mrs. Lohnes was a tax associate with Covington & Burling where she focused on partnership, corporate and general tax matters.  She also served as a law clerk to US Tax Court Chief Judge Lapsley Hamblen, Jr.

Mrs. Lohnes is a regular speaker at national conferences including PLI, TEI and ABA.  She is a co-author of the BNA on LLCs and author of numerous articles including, “Value equals basis and partners’ distributive share; stuffing, fill-ups, and waterfalls,” and “Controversial Ruling Requires Gain to be Recognized on Distributions From Merged Partnership” both published in Journal of Taxation, “Foreign Partnership: Rules, Issues, and Planning Opportunities Regarding U.S. Filing Requirements,” published in International Tax Journal, “Effecting Capital Gain Treatment on Disposition of a Partnership Interests,” published in the University of Southern California Tax Institute’s Major Tax Planning and “Maximizing Section 197 Amortization in Partnership Transactions” and “To File or Not to File, That is the Question for Foreign Partnerships,” published in The Tax Advisor.  She is a member of the ABA Partnership Tax Committee and is chair of the Partnership Workout Subcommittee.

Education and credentials
Mrs. Lohnes holds a J.D. from Boston University School of Law, where she graduated summa cum laude and served as Editor on the Boston University Law Review.  She also holds a B.S. Accounting from Louisiana State University.


Oren S. Penn is an International Tax Services Principal in the PricewaterhouseCoopers LLP Washington National Tax Services office.  Mr. Penn is responsible for providing U.S. tax policy advice for many of the firm's multinational clients and is a leading practitioner in the area of advising non-U.S. based companies with significant U.S. operations.

Prior to joining PricewaterhouseCoopers LLP, Mr. Penn served as Legislation Counsel on the staff of the U.S. Congressional Joint Committee on Taxation, advising the U.S. Congress on policy and legislative matters relating to the taxation of cross-border transactions.  In this position, he was involved in developing, drafting, and analyzing a wide range of international tax legislation.  He also advised the Senate on U.S. tax treaty matters.  

Prior to working with the Joint Committee on Taxation, Mr. Penn served as an attorney with Baker & McKenzie in Chicago, Illinois, where he was primarily involved in planning and controversies relating to the taxation of cross-border transactions.   

Mr. Penn regularly speaks on international tax topics. He graduated cum laude from the Northwestern University School of Law in 1993 and from the University of Cincinnati with a degree in Accounting in 1990. 

 


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 U.S. international tax consequences of their cross-border business operations, including issues involving supply chain planning, funding arrangements and cash management (including repatriation). 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.

 


Stephen is a principal in the National Tax Department, based in San Francisco. Stephen provides tax advice to multinational corporations on transactional and controversy matters, including transfer pricing, intellectual property alignment, international restructuring and supply chain management. He advises large multinationals in a variety of industries, including the software, semiconductor, life sciences, consumer products, manufacturing, and services sectors.

Background

Prior to joining Ernst & Young LLP, Stephen was a principal at another Big Four firm and an international tax associate at the law firm of Weil, Gotshal & Manges LLP.

Stephen is a frequent speaker on international tax issues before various organizations, including Tax Executives Institute, the D.C. Bar Association, and the American Tax Association. He is the author of numerous articles regarding international tax reform and the technology industry (Tax Notes International), contract manufacturing (Tax Notes International), manufacturing branch rules (Journal of Corporate Taxation), planning for cross-border services (Tax Notes), taxation of space, ocean and communications income (Journal of International Taxation and TAXES Magazine), sourcing of computer software royalties (Tax Management International Journal), offshore e-commerce (Journal of Taxation of Financial Institutions) and attribution of corporate agent activities (Georgia Law Review).

Stephen earned a J.D. with high honors from the George Washington University Law School and a B.A. from Northwestern University in political science and international studies. Stephen is admitted to the New York and District of Columbia bar.