Raj is one of the nation’s foremost tax experts. He has authored numerous articles and regularly speaks for the Practising Law Institute, American Law Institute, New York University Federal Tax Institute, University of Southern California (USC) Gould School of Law Tax Institute, the Investment Company Institute (ICI), National Association of Real Estate Investment Trusts and the American Bar Association (ABA).
Raj is Chair of the American Bar Association Tax Section Investment Management Committee and has global experience in investment management transactions, including the formation of, and investments by, public and private investment funds. He represents clients across a wide range of transactions on U.S. and global matters including:
- Mergers and acquisitions
- Capital markets, commodities, and financial instruments
- Joint ventures
- Divestitures and spin-offs
- Due diligence, including tax due diligence
- Bankruptcy and restructurings
- Real estate, including real estate investment trusts, real estate funds joint ventures, financing and likekind exchanges
- Tax controversies
- Executive compensation
- State and local tax matters, including California property tax
Raj specializes in REITs and regulated investment funds (RICs, including mutual funds, closed-end funds and business development companies), S corporations, and tax partnerships, including limited liability companies.
Rah has received numerous, innovative IRS private letter rulings, including:
- Most recently, a ruling that a publicly-registered, non-traded REIT could adopt a “multi-class” structure similar to those used by mutual funds
- Rulings applicable to REITs, including that a target C corporation could issue a note to distribute out all of its historic “earnings and profits” before its acquisition by a REIT, as long as the historic assets of the C corporation would be used to repay the note after the acquisition
- Rulings on behalf of regulated investment companies, including the following: the first rulings issued by the IRS that an acquiring mutual fund need not retain any assets of a target fund under the “continuity of business enterprise” doctrine, and that cancellation of indebtedness income recognized by a business development company would constitute RIC qualifying income
- Rulings that taxpayers subject to SEC rule 144A restrictions on the sale of stock in a publicly-traded company could use the installment method for the sale, even though the Internal Revenue Code prohibits the use of the method for sales of publicly-traded property. Messrs. Ginsberg (deceased) and Levin discuss these rulings at length in Mergers, Acquisitions and Buyouts at ¶203.4.1.2
- Rulings on like-kind exchanges, including the following: a tenant could exchange commercial leasehold interests where a third-party would pay a substantial sum to build out the tenant’s new interest (also known as a “build to suit”), and an accommodator would not be disqualified from completing like-kind exchanges for paying a referral fee to brokers who also own equity in the accommodator
Representative Matters
- Counsel to Fog Cutter Capital Group, franchisor of the Fatburger and Buffalo's Cafe chains, and Vix Swimwear, a high-end women's swimwear company
- Tax counsel to Wells Fargo Advantage Funds, Wells Fargo’s mutual fund family, Arsenal Capital Partners, and FlatWorld Capital (Arsenal and FlatWorld are New York City-based equity concerns)
- Tax counsel to SpectraSensors in its acquisition by Endress+Hauser (07.2012)
Recognitions & Awards
- Best Lawyers in America: Tax Law (2009 – 2013)
- Southern California Super Lawyers: Tax (2007 – 2013)
Professional & Community Involvement
- Member, American Bar Association (ABA)
- Chair elect, ABA Tax Section Investment Management Committee
- Vice chair, ABA Tax Section Investment Management Committee
- Member, Tax Advisory Group, Investment Company Institute
- Member, National Association of Real Estate Investment Trusts (NAREIT)
- Member, NAREIT Government Relations Committee
- Member, NAREIT Federal Tax Subcommittee
- Member, Executive Committee, University of Southern California Gould School
Raj is one of the nation’s foremost tax experts. He has authored numerous articles and regularly speaks for the Practising Law Institute, American Law Institute, New York University Federal Tax Institute, University of Southern California (USC) Gould School of Law Tax Institute, the Investment Company Institute (ICI), National Association of Real Estate Investment Trusts and the American Bar Association (ABA).
Raj is Chair of the American Bar Association Tax Section Investment Management Committee and has global experience in investment management transactions, including the formation of, and investments by, public and private investment funds. He represents clients across a wide range of transactions on U.S. and global matters including:
- Mergers and acquisitions
- Capital markets, commodities, and financial instruments
- Joint ventures
- Divestitures and spin-offs
- Due diligence, including tax due diligence
- Bankruptcy and restructurings
- Real estate, including real estate investment trusts, real estate funds joint ventures, financing and likekind exchanges
- Tax controversies
- Executive compensation
- State and local tax matters, including California property tax
Raj specializes in REITs and regulated investment funds (RICs, including mutual funds, closed-end funds and business development companies), S corporations, and tax partnerships, including limited liability companies.
Rah has received numerous, innovative IRS private letter rulings, including:
- Most recently, a ruling that a publicly-registered, non-traded REIT could adopt a “multi-class” structure similar to those used by mutual funds
- Rulings applicable to REITs, including that a target C corporation could issue a note to distribute out all of its historic “earnings and profits” before its acquisition by a REIT, as long as the historic assets of the C corporation would be used to repay the note after the acquisition
- Rulings on behalf of regulated investment companies, including the following: the first rulings issued by the IRS that an acquiring mutual fund need not retain any assets of a target fund under the “continuity of business enterprise” doctrine, and that cancellation of indebtedness income recognized by a business development company would constitute RIC qualifying income
- Rulings that taxpayers subject to SEC rule 144A restrictions on the sale of stock in a publicly-traded company could use the installment method for the sale, even though the Internal Revenue Code prohibits the use of the method for sales of publicly-traded property. Messrs. Ginsberg (deceased) and Levin discuss these rulings at length in Mergers, Acquisitions and Buyouts at ¶203.4.1.2
- Rulings on like-kind exchanges, including the following: a tenant could exchange commercial leasehold interests where a third-party would pay a substantial sum to build out the tenant’s new interest (also known as a “build to suit”), and an accommodator would not be disqualified from completing like-kind exchanges for paying a referral fee to brokers who also own equity in the accommodator
Representative Matters
- Counsel to Fog Cutter Capital Group, franchisor of the Fatburger and Buffalo's Cafe chains, and Vix Swimwear, a high-end women's swimwear company
- Tax counsel to Wells Fargo Advantage Funds, Wells Fargo’s mutual fund family, Arsenal Capital Partners, and FlatWorld Capital (Arsenal and FlatWorld are New York City-based equity concerns)
- Tax counsel to SpectraSensors in its acquisition by Endress+Hauser (07.2012)
Recognitions & Awards
- Best Lawyers in America: Tax Law (2009 – 2013)
- Southern California Super Lawyers: Tax (2007 – 2013)
Professional & Community Involvement
- Member, American Bar Association (ABA)
- Chair elect, ABA Tax Section Investment Management Committee
- Vice chair, ABA Tax Section Investment Management Committee
- Member, Tax Advisory Group, Investment Company Institute
- Member, National Association of Real Estate Investment Trusts (NAREIT)
- Member, NAREIT Government Relations Committee
- Member, NAREIT Federal Tax Subcommittee
- Member, Executive Committee, University of Southern California Gould School