The Tax Team of Bowles Rice McDavid Graff & Love is committed to providing high quality and innovative tax advice that is specifically designed to meet our clients’ objectives. We believe it is essential to listen and gain a full understanding of each client’s objectives and unique circumstances, and then propose alternatives to attain those objectives.

We place a strong emphasis on staying abreast of recent tax developments and planning opportunities. We have an extensive tax library, regularly participate in and attend tax seminars and institutes, and make extensive use of the two leading computer research tax databases to ensure that we have the most current information regarding tax authorities and developments.

Our Tax Team

Our Tax Attorneys are involved in many community and professional activities, and serve, or have served, as officers, directors or members of various entities and organizations such as the West Virginia Legislature, the West Virginia Design-Build Review Board, the West Virginia Chamber of Commerce, the West Virginia Manufacturers Association, The Greater Kanawha Valley Foundation, American Institute of Certified Public Accountants, Eastern West Virginia Community Foundation, Jackson County Community Foundation, Parkersburg Area Community Foundation, Greater Lexington Chamber of Commerce, Mid-South Estate Planning Institute at the University of Kentucky, Mid-Ohio Valley Estate Planning Council, Tri-State Estate Planning Council, Charleston Estate Planning Council, Bluegrass Estate Planning Council, West Virginia Tax Institute, Southeastern Association of Tax Administrators, West Virginia Economic Development Authority, Governor’s Commission on Fair Taxation, the Tax Section of the American Bar Association and the American College of Tax Counsel.

Our Tax Attorneys have a wide variety of training and experience and have a strong commitment to professional organizations and continuing education. Members of our Tax Team hold degrees from law schools such as West Virginia University, University of Kentucky, Georgetown University, Harvard University, Yale University, University of Denver, Dickinson (Pa.) and New York University. Several of our Tax Attorneys have obtained Masters of Law degrees in taxation or are Certified Public Accountants. Some of our Tax Attorneys have held government positions including West Virginia State Tax Commissioner.

Formation or Expansion of Business

We provide federal and state tax advice on forming a new business or expanding an existing business. Initial discussions focus on the business and tax comparisons between operation as a corporation, an S corporation, a limited liability company, a partnership, joint venture, sole proprietorship, or some other entity. In addition, business and tax issues are discussed relative to contribution to capital, issuance of various types of stock and debt instruments, financing agreements, compensation packages and benefits, buy-sell agreements, availability of state tax credits and incentives, as well as other options.

Evaluating our client’s unique circumstances and desired objectives, we present the legal and tax consequences of the various alternatives available to our client. Emphasis is placed upon understanding and attaining our client’s business objectives and maximizing legitimate tax savings. We carefully analyze the business and tax consequences of structuring the start-up of the business and projected future operations.

In the formation of a new company or expansion of an existing business, we carefully analyze the integration of new operations with existing operations and interests of our client, various factors such as limited liability from debts and obligations, utilization of past operating losses, avoidance of double taxation, maximum attainment of new liberal state credits, and desires by the client to create a business structure which will help the business prosper. We also frequently render tax opinions for securities lawyers in our firm, when capital is being raised in the securities market for a new or expanding business.

Mergers and Acquisitions

We provide advice relating to the purchase or sale of a business. A thorough analysis of the tax consequences of the transaction can often have a material impact on the purchase price of the business. In structuring acquisitions, whether taxable or tax-free, it is important to focus on the overall objectives of both the buyer and seller, the nature of the assets in the business being bought or sold, continued use of any operating losses, any projected future transactions, and other factors. In large transactions, our attorneys frequently obtain private letter rulings from the Internal Revenue Service or render written opinions as to the federal and state income tax consequences of such transactions.

Estate Planning

Our firm has wide experience in estate planning and administration, and offers advice on estate and gift taxation, charitable giving, income taxation of estates and trusts, and probate and trust law. Estate planning services include will and revocable and irrevocable trust document preparation, preparation of life insurance trusts, buy-sell agreements, and charitable remainder trusts. We also handle litigation related to probate matters, and cases before state and federal tax administrators. Members of our Tax Section are also influential in the promulgation of new legislation and regulations of relevance to West Virginia and Kentucky probate and transfer tax law.

Qualified Retirement Plans

We provide a wide array of services in the employee benefits and executive compensation areas, including the drafting of individually designed qualified defined contribution and defined benefit plans, amending them as changes in the law require, and preparing the extensive supplemental and supportive documentation necessary to obtain favorable determination letters from the Internal Revenue Service. We represent our client through complex Treasury regulations. Once qualified and in place, the majority of legal services revolves around advice to clients relative to day-to-day operational issues requiring interpretation and application of the law in such categories as discrimination testing, contributions, deductions, vesting, and timing and taxation of benefit distributions. Practice in the qualified plan retirement area also includes legal services rendered in connection with plan terminations before the Internal Revenue Service and the Department of Labor’s Pension Benefit Guaranty Corporation.

For our clients who prefer a prototype retirement plan sponsored by a bank or insurance company, as distinguished from an individually designed qualified plan, we consult with and advise the client on the options available in the agreement where the plan is adopted. Our day-to-day advice and consultation is necessary whether the client adopts a prototype or an individually designed plan.

Non-Qualified Benefits and Compensation Arrangements

Equally as challenging but perhaps less publicized are the services we perform in the non-qualified retirement plan and related executive compensation areas. Representative of these services are the preparation of non-qualified deferred compensation arrangements, the so-called “rabbi” trusts, incentive stock option plans and non-incentive stock option plans. This particular area of the law addresses the client’s need to attract and retain highly compensated employees by providing an assortment of benefits to exclusive groups of employees. These benefits also provide an incentive to top-level management to increase the net worth of the business.

State and Local Tax Services

The experience of a former State Tax Commissioner, coupled with the experience of other lawyers in the Tax Section, gives us a strong background in state and local taxation. We believe that our knowledge and participation in evolving state tax issues, and our participation in studies and projects which will shape future laws, is critical to serving our clients and understanding the present state of the law.

Personal and Business Taxes

Our attorneys regularly work with issues involving the corporation net income tax, the business franchise tax, the sales and use tax, the personal income tax, property tax, the state and municipal business and occupation tax, and the various excise taxes imposed by the State of West Virginia. Issues frequently addressed on behalf of clients include the constitutional and statutory questions which regularly surround the taxation of interstate business operations, greater emphasis on corporate net income tax, new severance tax issues, and expanding sales and use tax collection.

State Tax Credits

A significant focus with respect to state taxation is the creative and aggressive use of the plethora of state investment incentives which take the form of generous credits against various state taxes. Our experience tells us that literally millions of dollars can be saved for clients who are well advised with respect to such investment incentive programs.

Property Tax

We also assist clients in connection with all aspects of the law and practice surrounding ad valorem property tax assessment administration. Such issues include those of valuation, taxability and procedural requirements associated with the locally imposed property tax. Where appropriate, clients are assisted in taking advantage of the benefits of the Freeport Amendment, the pollution control discount, and the exemption for certain other uses.

Sales and Use Tax

Recent statutory and regulatory laws have substantially amended West Virginia Consumer Sales Tax laws. We have actively assisted our clients in protecting their interests in legislative reform, regulatory changes and in planning their business operations. A number of our attorneys regularly conduct seminars on sales and use taxes for other lawyers, accountants and in-house tax managers.

Tax Increment Financing (TIF)

We assist private developers, local governments and municipalities in use of the Tax Increment Financing (TIF) to promote growth and development throughout West Virginia. Our attorneys assisted in the drafting and passage of this legislation, and we have been involved in several projects that have applied for TIF. Our Tax Team works with private developers to obtain the maximum amount of public monies, such as TIF funds, available for significant development projects.

Maximizing Legitimate Tax Savings

Armed with our experience in these substantive areas, we work closely with business clients in planning and structuring transactions. Moreover, our collegial approach to law practice facilitates the implementation of such transactions with lawyers in the commercial, financial services, real estate, energy, litigation, and employment law.

We are also prepared to consult with new businesses and with management of existing businesses to assure past and future compliance with the variety of federal, state and local tax filing requirements, and, just as importantly, to ascertain whether all credits and other beneficial entitlements have been effectively and fully claimed.

In all such matters, our overriding objective is to assist clients in achieving their federal, state and local tax burden containment objectives by having a clear focus on the advice that directly enhances the client’s bottom line results.

Tax Litigation

We frequently represent our clients in tax litigation matters. We represent clients before the State Tax Department on corporate net income tax, severance tax, franchise tax, sales and use tax, state and municipal business and occupation tax and other tax matters. Appeals from administrative rulings are litigated in the circuit courts and often in the West Virginia Supreme Court of Appeals. Increasingly, we are representing our clients before the County Commissions and through the court systems in efforts to reduce ad valorem property tax assessments, particularly for commercial taxpayers.

On the federal level, we represent clients administratively before the Internal Revenue Service. If we are not able to resolve the case on favorable terms at the administrative level, the assessments are litigated either in the United States Tax Court or in a Federal District Court.

Venture Capital Companies

We are engaged in an increasing amount of work with the West Virginia Venture Capital Act (the “Act”), which is designed to encourage the formation of capital for start-up, and expanding business investors who invest in qualified West Virginia venture capital companies.

We have considerable experience in creating and assisting venture capital companies under the Act. The firm has advised prospective investors and managers of venture capital corporations and limited partnerships and assisted various venture capital companies in making investments.

In addition to tax work related to West Virginia venture capital companies, the firm provides a full range of services required to establish such companies, including services in the field of securities law, lending, general corporate and partnership law, and related legal services. The firm currently represents a number of venture capital companies owned by individuals, banks, corporations, and partnerships.