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Tax Update 2018

March 29, 2018

On December 22, the Tax Cuts and Jobs Act of 2017 ("TCJA") was signed into law. The TCJA is billed as the largest overhaul of the Internal Revenue Code since the Tax Reform Act of 1986 and it will affect almost every individual and business in the United States. Generally, the new law goes into effect on January 1, 2018, with many of the provisions relating to individuals expiring at the end of 2025. The following is a summary of the TCJA's more salient aspects:

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Employers Should Amend Company Policy Documents in Light Of First-Ever Federal Trade Secrets Law

Wednesday, June 22, 2016

In May 2016, President Obama signed the Defend Trade Secrets Act of 2016 (“DTSA”) into law. This is the first federal law that regulates trade secrets, a critical type of intellectual property that, until now, has been regulated solely by the states - often in inconsistent ways.

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The Resurgence of Sales by Collector’s Deed and Tax Lien Assignments in the Commonwealth: Authority, Mechanics and Challenges

Friday, January 09, 2015

Despite signs of economic recovery, many municipalities in the Commonwealth are continuing to deal with lingering effects of the collapse of housing prices, prolonged high unemployment and ensuing declines in revenue and local aid. They are confronting soaring demands for spending on public workers’ pensions and retirees’ health care resulting in slashed services, payroll cuts and municipal employee layoffs.

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Richard P. Breed, III quoted in the Boston Business Journal's article "Checked Out But Still Logged On"

Monday, July 02, 2012

Richard P. Breed, III was quoted in the June 29th issue of the Boston Business Journal in the article "Checked Out But Still Logged On."

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Lessons from Turner to Protect Against IRS Challenge to FLP By Richard P. Breed, III, Esq, and Jennifer A. Civitella Hilario, Esq.

Friday, June 29, 2012

Within an estate planner’s bag of tricks, lays the much beloved, yet much feared, family limited partnership (or more recently, the limited liability company). On its face, FLP planning can provide our clients significant transfer tax savings as wealth is transferred to the next generation, while allowing our clients to retain somecontrol over gifted assets. However, these tax savings may be illusory if an FLP is implemented for the “wrong”client.

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Planning for Dispute When Things Are Going Well By Edward D. Tarlow, Esq.

Friday, June 22, 2012

There is always the risk of conflict in business. But when family is involved the risk of dispute is even greater. Family business disputes generally center around governance, business management, ownership and succession (transition) and can be exacerbated by the personal dynamics and history among family members.

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A Short Primer On Using Risk Analysis Techniques To Help Clients Evaluate Disputes

Thursday, May 17, 2012

Increasing numbers of business ownersand in-house counsel are requesting, in addition to a budget for the rendering of legal services, some evaluation of the uncertainties and exposure of a case even at the early stages of litigation.[1] Counsel defending a lawsuit are well aware that the process of dismissing a complaint or complying with discovery are costs which cannot often be recovered absent a showing that the matter was frivolous. This article addresses the risk/cost evaluative process.

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Because I Said So! A Practitioner's Guide to Preserving the Client's Intent when Disposing of the Family Business to an Irrevocable Trust By Richard P. Breed, III, Esq.

Wednesday, February 23, 2011

Joseph was a successful businessman during his lifetime and died owning a majority stake in a newspaper empire. Joseph provided for his estate to be held in trust for the benefit of his sons and then the remainder to be distributed among his descendants.

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2011: A Year of Change at the FDA? By Robert J. Kerwin, Esq.

Monday, January 31, 2011

Each year the U.S. Food and Drug Administration ("FDA") receives over four thousand applications are submitted for approval of medical devices. For thirty years, under the U.S. Food and Drug Cosmetic Act ("F.D.C.A."), medical device manufacturers have been required to demonstrate to the FDA that new medical devices are safe and effective.

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Cloud Computing: Do the Risks Outweigh the Rewards? By Robert J. Kerwin, Esq. and John D. Finnegan, Esq.

Wednesday, December 15, 2010

"Cloud Computing" has recently become the catchphrase of those who look to this evolving area to assist their businesses in lowering technology budgets and operating costs. All manner of business is being conducted. Even recording studios are operating in the cloud. Indaba Music, a music social network company, recently launched a web based media recording studio.

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The Days of Short Term GRATs May Be Limited By Jeffrey P. Hart, Esq.

Thursday, July 01, 2010

Grantor Retained Annuity Trusts (GRATs) are among the most popular and powerful estate planning strategies. But they may soon lose some of their power. Legislation to restrict the use of GRATs has been passed by the House of Representatives in two separate bills, most recently on June 15, 2010 in the Small Business Jobs Tax Relief Act of 2010.

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Recovering and Preserving Public Records in the Age of Electronic Documents By Robert J. Kerwin, Esq.

Tuesday, June 01, 2010

The Legislature long ago established that government records must be preserved, maintained and made available to the public in accordance with state law (M.G.L. Ch. 66, Sect. 8). The state’s Supervisor of Public Records, meanwhile, has required municipalities to implement policies governing the backup and archiving of electronic public records (SPR Bulletin No. 1-99).

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Espinosa Bankruptcy Decision Offers Insight on Standards for Void Orders By Robert J. Kerwin, Esq.

Tuesday, April 13, 2010

On March 24, 2010, the United States Supreme Court in United Student Aid Funds, Inc. vs. Espinosa, 559 U.S. ___ (2010) unanimously affirmed the Ninth Circuit Court of Appeal"s decision to let stand an erroneous Order of a U.S. Bankruptcy Court.

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The Green Recession? Why Environmental Zeal Is Choking The Bay State Economy By Greg D. Peterson, Esq.

Tuesday, April 13, 2010

One of the icons of the early Earth Days was the Pogo poster: “We have met the enemy and he is us.” Forty years on, the time has come to face frankly whether we have moved from environmental renaissance to a baroque, self-defeating era of regulation.

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Clearing The Air: Massachusetts DEP Program Has Become An "Indoor Air Jihad" By Greg D. Peterson, Esq.

Tuesday, December 01, 2009

It’s hard to beat the ancient Greeks at turning a phase. Hippocrates, the Father of Medicine, once said “Man is an obligate aerobe.” In modern terms, no breath, no life. So the Massachusetts Department of Environmental Protection should care, and care deeply, about the quality of the air we all must breathe to live.

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Strictly Business, Except When It’s Not – Dealing With Disputes Within Family Businesses By Emily C. Shanahan, Esq.

Monday, November 30, 2009

A business dispute is a business dispute, at least until it becomes an intra-family dispute. As owners of family-owned businesses know, a business dispute between owners or shareholders can spill over into family relationships. Conversely, the breakdown of family relationships can precipitate disputes on the business side.

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"When is an irrevocable trust not really irrevocable?" By Jennifer Civitella Hilario, Esq.

Wednesday, April 01, 2009

At the time, it was an appropriate estate planning strategy for your family to establish an irrevocable trust. You named your trusted friend, John, as trustee and purchased life insurance. At your death, the trust property would be distributed outright to your children at age 30.

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Sometimes best business bet is to avoid litigation By Mark S. Furman, Esq.

Saturday, November 01, 2008

It goes without saying that costs associated with litigation can really add up. For some small businesses, even if they are in the right, a lawsuit can literally put them out of business. Having represented clients on both sides of the litigation table, what comes across loud and clear is that many of these lawsuits could have been avoided

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State Death Taxes – Often an Afterthought – Often Big Bucks By Richard P. Breed, III, Esq. and Jennifer Civitella Hilario, Esq.

Monday, June 09, 2008

As the federal estate tax exemption climbs, and as the 2010 repeal approaches, many families and their advisors are relieved that $2 million to $7 million of assets can be inherited federal estate tax-free. However, residents of most states must still plan for looming, and often substantial, state death taxes.

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Pass along your family business through gifting By Jennifer Civitella Hilario, Esq.

Sunday, June 01, 2008

Owning and operating a family business presents many challenges, perhaps none more daunting than planning for succession to the next generation. This challenge may become particularly complicated when not every member of the succeeding generation is or wants to be an active part of the business.

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Understanding the mediation 'process' By Kerry T. Ryan, Esq.

Thursday, March 27, 2008

The mediation is on for next week. Your attorney explains in detail the cost benefit analysis you will want to consider to prepare for the mediation. But did he explain the nuts and bolts of the mediation process itself? It's the process that may determine whether the experience is a great success or a colossal waste of time.

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Supreme Judicial Court to address “injury or loss” requirement of G.L. c. 93A

Thursday, February 21, 2008

“[W]hat constitutes an injury or loss for purposes of a G.L. c. 93A claim, where the plaintiffs had purchased automobiles with allegedly defective door latches, were nonetheless able to use the vehicles, and had not suffered any direct personal injury or economic injury?”

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Arbitration Clauses: Will They Work for You? By Albert A. DeNapoli, Esq.

Tuesday, January 16, 2007

To avoid costly and many times slower proceedings in our court systems, alternative dispute resolution provisions in contracts and sometimes as independent agreements have become very popular. Unfortunately, however, as these provisions have become more popular, they have become more complicated

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Borrower Beware: Manage Your Exposure in an Uncertain Real Estate Market By John R. Blake, Jr., Esq.

Tuesday, January 16, 2007

Given the uncertainty of the 2007 real estate market, now might be a good time for business owners and developers with real estate mortgages to double check their mortgage covenants to see what obligations they might face should property values deteriorate. In a strong market

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Strategies for Brand Protection During Retraction (PDF) By Albert A. DeNapoli, Esq. and Michael J. Radin, Esq.

Monday, October 16, 2006

Strategies for Brand Protection During Retraction (PDF)

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When "irrevocable" doesn't really mean irrevocable By Perry Ganz, Esq.

Monday, September 04, 2006

At the time, it seemed an appropriate estate planning strategy: purchase life insurance; set up an Irrevocable Life Insurance Trust ("ILIT"); name trusted friends and advisors, John and Jane, as co-Trustees; and following the insured's death, authorize the Trustees to make outright distributions of principal to the children at ages 25, 30 and 35. But that was 1986 and this is 2006.

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Liquidated Damages: Protecting Your Franchise's Good Name (PDF) By Albert A. DeNapoli, Esq. and Michael J. Radin, Esq.

Tuesday, August 15, 2006

Liquidated Damages: Protecting Your Franchise's Good Name (PDF)

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Electronic Document Retention: The Basics By Robert J. Kerwin, Esq.and Michael J. Radin, Esq.

Saturday, April 29, 2006

A good document retention policy will save your business time and money. After the Arthur Andersen meltdown, Congress and the Securities Exchange Commission created laws making it a crime (including obstruction of justice) for public companies to destroy records, even if there are no pending proceedings.

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Deferred Executive Compensation Faces Accelerated Taxes By Jeffrey P. Hart, Esq. and Perry Ganz, Esq.

Sunday, April 16, 2006

Nobody wants to pay income taxes on compensation they have not yet received. But many executives who are entitled to receive deferred compensation from their employers may soon have to do just that. The problem was created by new Section 409A which was added to the tax law by the American Jobs Creation Act of 2004.

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Family Businesses (PDF) An Interview with Edward D. Tarlow, Esq.

Sunday, April 16, 2006

Family Businesses (PDF)

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Use of Condominium Form of Ownership can Facilitate Creative Development By John R. Blake, Jr., Esq.

Thursday, March 16, 2006

Use of the condominium form of ownership can be a creative solution for problematic real estate development. A typical condominium regime vests ownership of a "unit" in the owner, and the places ownership of the common elements in a unit owners association. This arrangement can, in some cases, be employed when developing real estate by subdivision is problematic.

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Review Lease Provisions to Make Sure They Address Big-Box Retail Issues By John R. Blake, Jr., Esq.

Tuesday, August 16, 2005

The trend in retail toward big-box retainers presents several particular concerns for landlords in crafting leases. The size and configuration of a big-box retailers' space require the landlord to pay special attention to the lease provisions dealing with the tenant's operations and tenant turnover.

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By Addressing Third-Party Concerns Early On in Your Lease Negotiations, You Will Minimize Delays By John R. Blake, Jr., Esq.

Friday, June 24, 2005

When negotiating a lease, due consideration must be given to a prospective lender's and purchaser's objectives regarding the lease. Whether the lease is for retail, office or industrial space, at some point during the course of financing the property, or upon the ultimate disposition of the property, a third-party will want to hear from your lessee.

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Five Things You Need to Know about Buying or Selling an RFID System By Michael J. Radin, Es

Monday, June 13, 2005

RFID systems offer tremendous opportunities for businesses that have a clearly defined mission for the system. It is vital to have clear and realistic targets for the system, as well as a detailed understanding of its larger operating environment as it may evolve over time.

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Winds of Change are Blowing in the Banking Industry: Check Processing Overhaul Expected By John R. Blake, Jr., Esq.

Friday, February 11, 2005

As we hunker down to ride-out the winter doldrums, now might be a good time to review your banking cash management procedures, especially in light of a recent changes to the banking system intended to overhaul the way paper checks are processed.

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Reading the Fine Print: Standardized contracts ease purchase agreements By Robert J. Kerwin, Esq. and John D. Finnegan, Esq.

Thursday, December 16, 2004

Using standardized contracts in business is not a new concept. Although this notion is not a particularly innovative one, contract standardization has proved an invaluable resource in streamlining transactions while maximizing the legal protection for all parties involved.

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Estate Planning for Family Owned Businesses and LLCs (PDF) By Jeffrey P. Hart, Esq. and Karen L. McKenna, Esq.

Thursday, September 16, 2004

Estate Planning for Family Owned Businesses and LLCs (PDF)

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Is Repeal Real? (And What To Do In The Meantime) By Richard P. Breed, III

Monday, August 16, 2004

By Richard P. Breed, III The Economic Growth and Tax Relief Reconciliation Act of 2001 ("EGTRRA"), in addition to its well-publicized income tax relief for many taxpayers, repeals the federal estate tax for persons dying in 2010.

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New Tax Bill Enhances Section 529 College Savings Plans By Richard P. Breed, III, Esq.

Monday, August 16, 2004

The Economic Growth and Tax Relief Reconciliation Act of 2001 (EGTRRA), signed by the President earlier this summer, received much fanfare for its income tax rate reductions, marriage penalty relief and phased-out elimination of the estate tax.

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Protect Your Real Estate Project in a Rising Interest Rate Environment By John R. Blake, Jr., Esq.

Wednesday, June 16, 2004

With the expected rise in interest rates looming, the cost of real estate projects will be more closely scrutinized. Perhaps the most critical factor in the cost equation with respect to interest rates is time. Identifying possible sources of delays and working to minimize the risks of delays maximizes the project proponent's chances of taking advantage of lower interest rates.

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Avoid Lender-Contractor Conflicts in the Construction Process By John R. Blake, Jr., Esq.

Friday, December 12, 2003

Financing a construction project presents a myriad of issues for the owner. In fact, it requires the owner to negotiate separate contracts with two parties that have differing, and possibly conflicting, objectives.

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Trusts as Real Estate Holding Entities in Estate Planning Can Yield Benefits During a Lifetime By John R. Blake, Jr., Esq

Friday, May 30, 2003

When property owners turn their attention to estate planning, a review of their real estate holdings and the manner in which title to their properties is held can yield beneficial results not only in terms of avoiding probate or succession planning, but also in terms of a present benefit from changing the manner in which title is held to a more advantageous form.

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Realizing Value out of Business Conflict By Mark S. Furman, Esq. and William R. Rodgers, Esq.

Monday, December 16, 2002

For as long as there has been business, there has been conflict between owners. While a robust conflict of ideas can lead to constant improvement, systemic conflict can be destructive to an operating business.

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New Tax Strategy Can Eliminate 10.5% Mass Financial Institution Excise Tax By Jeffrey P. Hart, Esq

Wednesday, October 16, 2002

A tax ruling was just released in Massachusetts that accepts an innovative tax strategy that can eliminate the 10.5% financial institution excise tax now imposed on many mortgage companies.

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Planning to avoid the Massachusetts "Sting Tax" on Large S Corporations By Jeffrey Hart, Esq.

Tuesday, July 16, 2002

Massachusetts imposes a corporate tax at a rate of 3% - 4.5% on taxable income of S corporations such as XYZ with more than $6 million of gross receipts. Under Massachusetts regulations, a Massachusetts Business Trust (or corporate trust) that is an S corporation for federal income tax purposes does not qualify for treatment as an S corporation in Massachusetts and is, therefore, not subject to the special Massachusetts tax on large corporations.

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R.E. Orgs. Become Active in Lobbying Legislatures to Avoid Cutting Budgets (PDF) By John R. Blake, Jr., Esq.

Friday, June 21, 2002

R.E. Orgs. Become Active in Lobbying Legislatures to Avoid Cutting Budgets (PDF)

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You, Your Estate Plan, and Your Pet (PDF) By Edward Tarlow, Esq

Monday, April 15, 2002

You, Your Estate Plan, and Your Pet (PDF)

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New Chapter 14 Rules Affect Buy-Sell Agreements By Richard P. Breed, III, Esq.

Friday, November 16, 2001

On November 5, 1990 Congress enacted the Omnibus Budget Reconciliation Act of 1990 ("OBRA"). Included within the myriad provisions of OBRA was Section 11601 which retroactively repealed the "estate freeze" provisions of Section 2036(c) of the Code which, of course, had caused great concern to estate planners and their closely-held business clients since its introduction in late 1987.

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Creative Succession Planning for Managing and Owning the Family Business By Edward D. Tarlow, Esq., Richard P. Breed, III, Esq., Jeffrey P. Hart, Esq.

Tuesday, October 16, 2001

Owners of closely-held businesses require guidance from their business advisors to ensure continuity of management and ownership in succeeding generations during the life cycle of the business. Entrusting the management of the business to the proper person(s) may determine the ultimate success or failure of the enterprise.

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Estate Planning 101: Wills, Trusts and Estate Tax Planning - Two Case Studies By Jeffrey P. Hart, Esq.

Sunday, September 16, 2001

Thinking about updating your estate plan? Whether due to the birth of a child, the death of a friend, reaching retirement, the sale of your business, reaching a certain age, or hitting the lottery, whatever the reason, most people eventually decide to see a lawyer about preparing a Will or updating their old one.

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SERP Swaps - Tipping the Scale in Favor of Tax Savings by Integrating a Split-Dollar Policy with a SERP By Jeffrey P. Hart, Esq.

Thursday, August 16, 2001

With the surging growth of our economy, many executives are now finding themselves in a position of having either fully funded, or over funded, their anticipated retirement needs using various retirement vehicles, including qualified defined benefit plans and defined contribution plans, individual retirement accounts, and non-qualified deferred compensation plans.

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Useful Techniques in the Governance of Family Businesses By Edward D. Tarlow, Esq.

Monday, July 16, 2001

All corporations experience development cycles that are affected not only by their market area and the prevailing economic climate, but also by the personalities of the directors, officers and shareholders. This is especially true for closely-held corporations and, in particular, for family businesses. In the family business setting, the level of formality is often dictated by what stage of development the business has reached.

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Strengthening the Underwriter-Agent Relationship By John R. Blake, Esq.

Friday, June 22, 2001

This year has brought much economic uncertainty. Lenders and borrowers alike struggle to determine whether the real estate market is weakening. Curiously, however, mortgage rates are low, encouraging a large amount of refinancing. In a similar fashion, the title insurance market has been in flux.

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Registered Land Owners Find Relief in New Legislation By John R. Blake, Jr., Esq.

Wednesday, May 16, 2001

On January 12, 2001, Acting Governor Jane Swift signed into law legislation supported by both lawyers and Land Court judges which can provide significant economic relief for the owners of registered land, by allowing them to withdraw their property from the registered land system (also known as the Torrens system).

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