The Hazy State of Marijuana Taxation

State-legal marijuana businesses operate in a twilight zone: Legal for state purposes, but illegal for federal. In this gray zone, many tax traps hide, waiting for the unwary. This article will help make you a little more wary. Let’s begin by looking at marijuana businesses from the perspective of the federal income tax system. The…

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Donald Trump’s Billion Dollar Loss: Good Tax Planning, or Dubious Trick?

Donald Trump’s tax returns have led to intense interest in and speculation concerning his tax positions. Recently, the New York Times[1] reported that he had nearly a billion dollars of net operating loss on his 1995 tax returns, available for carryover for many years. Tax commentators have speculated about the loss and the corresponding “cancellation…

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Flip Transactions

Foreign startups “flip” into a U.S. corporate legal structure for various considerations, including: exit opportunities (whether through acquisition or the public market); potential higher valuations; broadening their investor base (some U.S. institutional investors may have internal rules prohibiting their investment in non-U.S. companies); and most commonly, accessing U.S. venture capital, which generally only invests in…

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Special Topics in Creative Structures: The Common Stock Financing

Venture capital is drying up. So sayeth every oracle of Silicon Valley and the rest of the startup ecosystem. I don’t know that I agree with them (a good question – for another time), but I do know that belt-tightening times like this often lead entrepreneurs to look beyond the preferred equity-style investment structure which…

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