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Representing Tax-Exempt Organizations in Lease Negotiations
When a real estate attorney is asked to assist a client with lease negotiations, the proposed landlord and tenant typically are individuals acting in their separate capacities, or taxpayer entities such as corporations, partnerships, or limited liability companies. However, nearly every real estate attorney will, at some point, find him- or herself involved in lease negotiations in which the landlord or the tenant is a tax-exempt organization. While many of the same principles that apply to lease negotiations between taxpaying individuals or entities also apply to lease negotiations involving one or more tax-exempt organizations, there are some additional considerations the real estate attorney should consider when assisting a client in such negotiations.
In “Tax Issues for Real Estate Leasing by Tax-Exempt Organizations,” the first in a series that appeared in the March 2009 issue of this newsletter, Michael Huft and Nina Knierim explained some of the tax considerations that tax-exempt landlords should consider when leasing real estate to third-party tenants. Other articles followed; the final article will appear in an upcoming issue. The primary issues examined in those articles were how to structure the lease payments or the relationship with the developer of the land to avoid having payments to the tax-exempt organization subject to tax for engaging in an business unrelated to the organization's exempt purpose. This article provides an overview of some of the other issues to be considered in lease negotiations involving one or more tax-exempt organizations. Specifically, effective lease negotiations require consideration of the tax-exempt organization's motives for entering into the transaction, the expectations and available resources of the tax-exempt organization, and viable exit strategies.
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
The DOJ's New Parameters for Evaluating Corporate Compliance Programs
The parameters set forth in the DOJ's memorandum have implications not only for the government's evaluation of compliance programs in the context of criminal charging decisions, but also for how defense counsel structure their conference-room advocacy seeking declinations or lesser sanctions in both criminal and civil investigations.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.
Bankruptcy Sales: Finding a Diamond In the Rough
There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.
A Lawyer's System for Active Reading
Active reading comprises many daily tasks lawyers engage in, including highlighting, annotating, note taking, comparing and searching texts. It demands more than flipping or turning pages.