Thomas M. DiPiazza Jr.

Areas of Practice:

Asset Protection Planning
Business Counseling
Mergers, Acquisitions, Divestitures
Section 1031 Tax Free Exchanges
Retirement Benefit Planning
Family Wealth Planning
Estate and Trust Taxation
Employee Benefits / Executive Compensation
Private Equity & Venture Capital
Tax Controversies
Business Succession Planning
Transactional Tax Planning

Education:

Georgetown University Law Center, LLM in Taxation
Seattle University School of Law; J.D.
St. John Fisher College, B.S. Degree in Accounting

Phone:

585-987-2861

Fax:

585-987-2961

Email:

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Status:

At a Glance:

Mr. DiPiazza is a partner in the firm and a member of the Business & Finance and Family Wealth and Estate Planning Departments and Health Care Practice Group. He is practice leader for the Business Succession Planning, Tax Controversies and Transactional Tax Planning practice areas. He concentrates his practice in partnerships, joint ventures, limited liability companies, corporations, tax law, civil and criminal tax controversies, and estate planning.

Mr. DiPiazza has substantial experience before the Internal Revenue Service, United States Tax Court, as well as the New York State Department of Taxation and Finance. A large portion of his practice includes the structuring and formation of business entities, the structuring and implementation of buy-sell agreements, family limited partnerships, limited liability companies, sales, mergers, acquisitions, business continuity and estate planning for business owners. Mr. DiPiazza received his law degree from the Seattle University School of Law, and an LLM in Taxation from Georgetown University Law Center. He received his B.S. in Accounting from St. John Fisher College.

Representative Matters:

• Advise as to the structure and formation of business entities to take advantage of wind energy production tax credits.

• Creative buy-sell agreement strategies involving business entities, including limited partnerships, limited liability companies, and corporations to provide an appropriate exit strategy with an emphasis on the use of life insurance as a funding mechanism.

• Design and implementation of a limited liability company involving an $80,000,000 project and third party investor financing.

• Successfully litigated a tax refund suit in federal district court which resulted in a refund in excess of $1,000,000.

• Successfully designed and implemented a marketable securities family limited partnership which was audited by the IRS and ultimately resulted in an estate tax savings in excess of $600,000.

• Tax advantage planning in the buying and selling of businesses.

• Representation of professionals, such as dentists and accountants, in acquiring or selling professional practices.

• Design of incentive arrangements such as stock options, phantom stock plans, appreciation rights plans, split-dollar arrangements, restricted stock, etc.

• Use of employee stock option plans (ESOPs) as a business owner’s exit strategy.

• Design of estate plans to minimize or avoid estate taxes.

• Advise involving tax deferred like-kind exchanges.

• Representations before the Internal Revenue Service and New York State Department of Taxation and Finance.

• Representation before the New York State Department of Taxation and Finance, Revenue Crimes Division, which resulted in no criminal prosecution and no civil liability.

• Representation of specialty industry before the New York State Department of Taxation and Finance involving a novel sales tax issue which resulted in a settlement of 29% of the liability initially proposed.

• Representation of a major advertising company before the New York State Department of Taxation and Finance involving sales tax which resulted in a settlement of 7% of the liability initially proposed.

Bar Admissions:

Mr. DiPiazza is admitted to practice in the State of New York and the District of Columbia.

Professional Affiliations:

Mr. DiPiazza is a member of the Monroe County, New York State, District of Columbia and American Bar Associations.

Other:

Mr. DiPiazza is a frequent lecturer and has authored numerous professional articles.