PRIVATE EQUITY TAX CHALLENGES |
8:30 | Morning Registration and Coffee |
9:00 | Conference Chairperson’s Day Two Remarks Proskauer Rose LLP |
BREAKING NEWS |
9:05 | Tax and Regulatory Updates: Staying ahead of the legislative horizon What’s new now, and what haven’t you heard of yet? Make more informed decisions for tomorrow by gaining exclusive insight into potential new tax updates and decisions - Maximize financial stability in uncertain times and stay in control of tax requirements
- Examining potential new laws and congressional statutes
- Understanding how the increased rate of regulator change will impact future PE business
- Enforcement efforts regarding partnerships
- Withholdings for foreign partners
- Undertakings at the IRS
- Understanding potential impacts and issues with debt restructuring
Lon Smith, Associate Chief Counsel, Internal Revenue Service (IRS) Scott Jones, Partner, Proskauer Rose LLP Jamiel E. Poindexter, Partner, Proskauer Rose LLP Gregg Polsky, Internal Revenue Service (IRS) |
10:05 | Accounting update - Implementing changes based on recent IRS Issuances:
- The Impact of IRS Code Section 6694 and the Tax Return Preparer Disclosure
- Applying IRS guidance in Notices 2008-11, 12 and 13
- Revenue Procedure 2008-14 - Shielding from potential impact from new proposed treasury standards
- Fin 48: Evaluating the impact of recent updates
- Looking at FASB, GAAP and PEIGG updates
- Ensuring accurate internal accounting when marking to market
- Audit Issues
Lawrence Zeff, Tax Partner, Eisner LLP Fred Sroka, Pricewaterhouse Coopers LLP |
11:00 | Networking Break |
11:20 | Conquering Complex and Conflicting State Taxes: Reporting and Complying with Multiple State Tax Laws - Emerging state issues
- Examining mandatory withholdings for non residents
- Keeping track of multiple or conflicting state requirements
- Allocations, Appropriations and Composite Returns
- Potential tax liabilities when filing state returns
- Understanding where you need to file and how
- Considerations for funds investing in pass-through entities
Michael J. Oates, Principal, Rothstein, Kass and Company, P.C. Scott Gilefsky, State & Local Tax, Ernst & Young |
12:00 NEW! | Best Practice Roundtable: Non-Tax Issues Facing Private Equity Funds - Tackling accounting and financial issues affecting tax treatment of your fund
- CFOs Debate: Ideal techniques to conquer recent challenges
- Sharpening practices to enhance fund operations and performance
- Sourcing and Financing: Issues and strategies to excel
Sam Kaywood, Partner, Alson & Bird LLP Additional Panelists TBC |
1:00 | Networking Lunch |
| | TRACK A: Fund Valuation and Investment | TRACK B: Fund Structure and Administration |
2:00 NEW! | CASE STUDY: FASB 157 in 2008 and beyond - Highlights of required disclosures
- Levels 1,2 and 3
- Rollforward of realized and unrealized gains and losses
- Improving your valuation with post-implementation ideas and best practice advice
- Understanding valuation drivers
- Implementing and demonstrating a formal valuation methodology
- Compliance with AICPA practice aid for alternative investment vehicles
Debbie Richards, CFO, Fisher Lynch Capital Dan Knappenberger, CFA, ASA, Principal –Valuation Services, Deloitte & Touche LLP Reza Hakimian, Director, Deloitte & Touche LLP | Fund Formation: Enhancing Tax Benefits When Structuring PE Funds - Examining the impact of different fund structures on both GPs and LPs
- Comparing benefits of LLCs and LPs to determine the most tax efficient entity
- Negotiating particular acquisition events
- Adding value by aligning fund structure and deal structure
- Structuring for UBTI sensitive investors
- Determining the optimal fund jurisdiction and evaluating considerations and complications
Steven Franklin, Partner, Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP |
3:00 | Fin 48: Impacts, Implementation and Compliance - Understanding the scope of FIN48
- Uncertain tax positions, Recognition, Measurement
- Impact on Private Equity Funds
- Offshore funds/international tax considerations
- State and local income tax considerations
- Portfolio company considerations
- Withholding taxes and transaction structuring
- Non-filing risks (nexus/permanent establishment)
- Blockers and other taxable entities
- Recent guidance
- FSP FIN 48-1—Definition of Settlement in FASB
- Interpretation No. 48
- FSP FIN 48-2—Effective Date of FASB Inter
David Bussius, Shareholder, Tofias PC Scott Wrag, CPA, MST, Shareholder, Tofias PC | Fund Administration, Allocation and Distribution - Techniques for offsetting management fees
- Avoiding common pitfalls and minimizing risks when administering fee waivers
- Transfer Pricing Agreements
Transfer pricing between US and non-US entity
-for funds that have offices in different cities around the world - Fund allocation and distribution issues
- Examining items of income on K1
Robert Burke, Partner, Wilmer Cutler Pickering Hale and Dorr LLP |
3:45 | Networking Break |
4:05 | Exit Only: Alternative Strategies for Exiting PE Investments - Examining new compliance issues for withholders and avoiding potential tax liabilities for the fund
- Executing complex transactions when exiting the investment
- Evaluating pros and cons of new investment vehicles to determine optimal strategies
- Understanding key considerations when operating domestically and/or internationally
Kevin Keyes, Partner, Fried, Frank, Harris, Shriver & Jacobson LLP Steven Bortnick, Partner, Pepper Hamilton | ERISA: moving forward, what you need to know now - Ensuring ERISA and plan asset compliance
- Qualifying as VCOC (Venture Capital Operating Company)
- Special ERISA issues for Funds of Funds.
- Investments in Funds by IRAs and similar entities
- 25% withholding
- Underpaid retirement benefits
Joseph A. (Tony) Hugg, Counsel, DLA Piper US LLP Susan Camillo, Partner, Dechert LLP Kathleen Ziga, Partner, Dechert LLP |
4:55 | Examining Tax Consequences and Considerations for M&A - The impact of the debt market: Focusing on strategies to protect the fund
- Understanding financing issues for PE firms
- Achieving tax flexibility through hybrid (barnesandnoble.com) structures
- Analyzing new and emerging structures:
- Sponsored Spin off transactions
- PIPEs
- UPREIT structures
- Back leverage and Internal leverage
Gary B Mandel, Partner, Simpson Thacher & Bartlett LLP | Estate Planning Considerations for GPs: Evaluating new strategies for our current economy and planning for the road ahead - The Estate Tax Repeal
- Enhancing total wealth by transferring carried interest
- Estate Freezes: Avoiding Section 2701 of the Internal Revenue Code by gifting a "vertical slice" of a GP’s interest in the fund.
- Vesting and valuation of carried interest and its effect on estate plans
- Interest Rate Implications: Strategies for a low-interest-rate economy and understanding what needs to change when rates increase
Mark Christopher, Partner, Edwards Angell Palmer & Dodge LLP Ivan Taback, Partner, Proskauer Rose LLP |
5:40 | End of Day 2 |
