Corporate Alternative Minimum Tax (CAMT) : Key Implications Under OBBВА

The One Big Beautiful Bill Act (OBBBA) introduces targeted modifications that intersect directly with the Corporate Alternative Minimum Tax (CAMT) regime. While several provisions create new planning opportunities for private equity (PE) funds and portfolio companies, the legislation also preserves key tax treatments that support market stability. For fund managers, these changes require balancing immediate […]

M&A Tax Expertise: Simplifying Tax Complexities in Global M&A

Tax due diligence is a critical process in mergers and acquisitions, aimed at providing a comprehensive evaluation of a company’s tax position. This includes identifying potential exposures, uncovering unpaid tax obligations, and exploring opportunities for reducing tax liabilities, ultimately ensuring clarity and minimizing risks during the transaction. Traditionally viewed as a buyer-centric activity, tax due […]

Private Equity Series: Distribution Waterfall

Private equity funds allocate the proceeds from investment sales according to a defined hierarchy known as the “distribution waterfall.” Typically, the first tier of this waterfall involves returning “invested capital” to the investors, which generally includes their unreturned capital contributions attributable to realized investments and associated fund expenses such as management fees. The second tier […]

One Big Beautiful Bill Act (“OBBB Act”) – Key Tax Provisions

Enacted on July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) constitutes a sweeping reform of federal tax and fiscal policy. Passed via budget reconciliation, the legislation integrates permanent extensions of prior tax provisions with newly enacted deductions, expanded reporting obligations, and targeted compliance mechanisms. The Act encompasses a broad spectrum of tax domains—including […]

IRC Section 1202: Qualified Small Business Stock Gain Exclusion – M&A Transactions

Disclaimer: Section 1202 was amended as part of the One Big Beautiful Bill Act signed into law on July 4, 2025. Information contained in this article has not yet been updated and is therefore not current. Introduction The §1202 exclusion under the Internal Revenue Code offers a powerful and often overlooked tax incentive for investors […]

Corporate Alternative Minimum Tax (CAMT): Impact on Private Equity

The Alternative Minimum Tax (AMT) was introduced in the United States in 1969 to ensure that high-income taxpayers contributed a minimum amount of tax, thereby precluding them from significantly reducing or eliminating their tax liability through the regular tax system. Similarly, the Corporate Alternative Minimum Tax (CAMT) was first instituted under the Tax Reform Act […]

Digital & Cloud Transactions: Treasury & IRS issue final regulations on digital content and propose cloud transaction sourcing rules

The Treasury and the IRS have issued final regulations under Section 861 (the “2025 final regulations”), addressing transactions involving “digital content” and certain “cloud transactions.” For these purposes: These regulations primarily affect taxpayers involved in digital content or cloud transactions. They will take effect for taxable years beginning on or after their publication date in […]

“Limited Partner” exception to Self-Employment Tax under IRC Section 1402(a)(13)

On December 23, 2024, the Tax Court reaffirmed its interpretation of the “limited partner exception” to self-employment tax under section 1402(a)(13) of the Internal Revenue Code in Denham Capital Management LP v. Commissioner (T.C. Memo. 2024-114). This decision echoes its earlier ruling in Soroban Capital Partners LP v. Commissioner (161 T.C. No. 12) and has […]

End to U.S. Citizenship Based Taxation – A Possibility?

On December 18, 2024, Representative Darin LaHood, a member of the House Committee on Ways and Means, introduced the Residence-Based Taxation for Americans Abroad Act, a bill that would implement a residence-based taxation system for U.S. citizens currently living overseas. The legislation seeks to transition from the current citizenship-based taxation system to a residence-based taxation […]

2024 Presidential Election & Tax Policy – Comparative Analysis

As the November elections approach, tax policy has emerged as a critical issue for American businesses. The 2017 Tax Cuts and Jobs Act (“TCJA”), enacted during Former President Donald Trump’s presidency, includes several provisions set to expire in 2025, making tax proposals from both candidates particularly relevant. While the policies of Vice President Kamala Harris […]