Closely-Held Businesses, Tax Planning & Tax Controversies

Cost-effective Strategies for Managing Risk

At Tansill & Associates, LLC, we have a particular way of conducting our closely-held business, tax planning and tax controversies practices that we believe is different from the way many other firms and lawyers conduct similar practices. We want you to understand how we approach our professional responsibilities so that our experience and commitment meet your expectations.

Our attorneys have practiced under Virginia, District of Columbia, Maryland, Arizona, and Texas law, and we have represented clients whose business activities extend throughout the Mid-Atlantic, the Southeast and, indeed, throughout the country. We work with qualified local counsel in other jurisdictions, where it is necessary or appropriate, and we have contacts and the means to identify and recommend local counsel in virtually any jurisdiction.

Forms of Representation

• Business and tax planning for new businesses, including choice of business entity (e.g., partnership, limited partnership, limited liability company, “S” corporation, or “C” corporation) and entity formation, including development of appropriate organizational documents such as partnership agreements, limited liability company operating agreements, articles of incorporation and bylaws.
• Succession planning that incorporates critical business, income tax, estate tax and gift tax, and family issues, including preparation and implementation of buy-sell/shareholder agreements, cross-purchase arrangements in partnership operating agreements, family limited partnerships, trusts and other structures to permit tax-efficient and smooth transfers of ownership and management at appropriate junctures in the owners’ lives.
• Corporate governance and mediation and conciliation of internal disputes.
• “Angel” and other early-stage private equity investment, including assistance in due diligence investigation of the proposed investment and negotiation, structuring and documentation of the investment. analysis of director liability, D&O insurance.
• Business acquisitions and sales(assets and stock).
• Development of tax-saving “exit strategies.”
• Transactional and operational representation.
• Business and individual tax controversies.

Philosophy of Our Practice

Our Commitment

Our estate planning attorneys are thorough, responsive and current in their understanding of income taxation, estate and gift taxation, and business planning issues. We return telephone calls promptly; we work to accommodate your business needs and schedule.

Our closely-held business practice is characterized by four qualities. First, we recognize that your business success depends upon sound, long-term relationships with your business associates, employees, suppliers and customers or clients, and we operate in ways intended to build trust and consensus and to find “win/win” outcomes while resolutely protecting your interests. Second, we understand that, as a business person, you continually weigh the costs of avoiding risks against the probable costs if the risks materialize, and you accept risks based on your good business judgment. We do not pretend to eliminate all business risk and we avoid the costly (and verbose) “kitchen sink” approach that characterizes the business practice of many attorneys. Rather, we work with you to understand your business and the particular challenges that it faces; we draw on our experience to help you analyze risks accurately, and then we work with you to develop legally sound, cost-effective strategies for managing those risks. Our documents are comprehensible, written in plain English, concise and to the point. Third, we see our primary role as counselors, and we seek to build your understanding of the legal environment. Finally, our expertise in estate planning, gift and estate taxation and business and individual income tax allows us to integrate your business planning with your estate planning and income tax planning in a way that enhances the effectiveness of your overall strategy.

As in any case where you buy goods or services, comparative shopping is wise. You naturally want the best price. To comparison shop effectively you must compare comparable services.

Our fees are fair. For certain kinds of work we will quote a fixed fee. For other tasks we will bill hourly but give you an estimated range of fees which we will abide. After our initial meeting with you regarding the work you want done, we will quote fixed or estimated fees. We take responsibility for any reasonable misunderstanding between us relating to fees. Like you, we do not want any confusion or surprises with respect to our fees. We understand that managing costs is one of the hallmarks of the successful entrepreneur, and we endeavor to provide cost-effective legal counsel throughout our engagement. We take pride in providing business representation that is consistently “on time” and “on budget.” An investment in our services should be one of the most cost-effective investments you ever make.

We believe our overall approach is at least unusual in the marketplace. We will work enthusiastically as part of your team, coordinating with your accountant, lender, insurance agent, consultants and other financial and business professionals. We are highly motivated to educate ourselves about you, your business and your circumstances, to help you educate yourself about the law and your options, and to help you select problem solving approaches that are tailored to your business, family situation and overall financial plan. We are diligent and service oriented, and we will to do whatever is necessary to become your “business lawyers.”