Phil is a member of the firm’s corporate and tax/estate planning groups. His practice focuses on general corporate matters including mergers and acquisitions and governance issues, employee benefits/ERISA, and tax advice.
General Business Advice Including M&A and Governance Issues. Phil has experience advising entrepreneurs, start-ups and established businesses on a variety of general business matters related to corporate structure and governance issues. He routinely helps companies with mergers and/or acquisitions, including performing extensive due diligence work. In addition, Phil often helps clients address complicated compliance issues with state and federal laws.
Some of Phil’s recent business engagements include:
- Assisting a client in drafting, negotiating and interpreting key contracts; ensuring compliance with various laws and regulations; and advising on business separation/dissolution issues.
- Performing extensive due diligence work in connection with the $65+ million sale of a business; his role included reviewing current company contracts; preparing disclosure schedules and financial information; and identifying challenges to resolve before the sale.
- Representing an insurance company in complying with federal and state laws related to withdrawing from the insurance business in Arizona.
- Advising an out-of-state business about Arizona’s laws governing real estate brokerage licenses.
Employee Benefits & ERISA. Phil regularly counsels clients in the employee benefits area. He has established employee benefit plans for companies and has helped employers navigate the often complex issues related to plan administration. In particular, Phil has guided companies through complicated IRS procedures governing qualified plan corrections to maintain a plan’s tax-qualified status. In addition, Phil regularly provides guidance on ERISA and benefits issues arising from the Affordable Care Act (ACA).
A sampling of Phil’s ERISA and employee benefits work includes:
- Establishing a 401(k) plan for a company seeking to update/restate its retirement plan.
- Helping a healthcare facility correct a $235,000 401(k) plan operational failure to save its tax-qualified status.
- Helping a restaurant group navigate ERISA and ACA issues to determine if the group qualified as an applicable large employer subject to health care reform’s employer mandate.
General Tax Advice and Tax Planning. Phil provides sound research, analysis, and advice on tax issues. His primary focus is delivering valuable tax planning counsel to high net-worth individuals in an effort to preserve wealth for individuals and families. Phil has an LL.M. in Taxation.
His recent work in this area includes:
- Establishing a grantor trust to help a client realize immense tax savings via tax-free appreciated growth of the client’s growing business.
- Performing sophisticated gift tax planning, and filing gift tax returns, for a trust with an approximate value of over $1 billion dollars.
- Advising U.S. taxpayers residing overseas on complex tax compliance issues involving foreign bank account reports and potential relief procedures to avoid significant penalties.
- Advising an IT company about its potential state and local tax liabilities for the performance of computer and IT-related services outside Arizona.
"Affordable Care Act Update: What You Need to Know About The ACA Now," Ryley Carlock & Applewhite Seminar, March 2016