M&A Tax Senior

Job Summary

Within BDO Rise, the TAS Tax Senior Associate is responsible for advising clients on U.S. federal income tax issues associated with mergers and acquisitions. The Tax Senior will be part of a multi-disciplinary team focusing on delivering due diligence, tax restructuring services, Section 382 analyses, consolidated return subsidiary share basis and earnings and profits analyses, Section 1202 analyses and transaction cost studies among others. The Senior will sometimes prepare these analyses and sometimes review work prepared by Associate professionals in the TAS Tax Group, and work with Managers, Senior Managers, Managing Directors, and Principals on client optimization strategies. In addition, the Senior is encouraged to be involved in marketing, networking and business development within an area of expertise and specialization and may be asked to provide written tax advice to clients.

Job Duties

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Tax Specialization

• Develops an in-depth understanding of the technical and practical issues and opportunities regarding the taxation of corporate mergers, acquisitions, and restructurings involving corporate entities, including (but not limited to):
• Form and ramifications of various taxable asset and stock transactions
• Purchase price allocation rules
• Section 338(h)(10), Section 338(g), and Section 336(e) elections
• Application of Section 1202 to stock dispositions
• Net operating loss and credit limitation rules (e.g., SRLY, Sections 382, 383, and 384)
• Consolidated return regulations related to basis and E&P adjustments
• Tax considerations for subsidiaries joining or leaving a consolidated group, such as the circular basis adjustment rules, the unified loss rule, NOL allocation rules, excess loss accounts, deferred intercompany transactions, triggering events, excess loss accounts, etc.
• Nonrecognition transactions and general requirements
• Transaction costs and rules related to deductibility and capitalization

• Serves as a primary technical resource for the technical practice areas described above for the Firm and its clients, including with respect to the broader tax practice.

Tax Consulting

• Calculate anticipated tax ramifications of an asset deal relative to a stock deal and review such calculations
• Read and comment on stock purchase agreements and asset purchase agreements
• Prepare, review, and analyze purchase price allocations
• Conduct and review transaction costs analyses
• Prepare and review Section 1202 structuring analyses, understand and strategically apply Section 1202 requirements to client facts
• Provide tax consulting services to the broader tax practice on tax issues and opportunities with respect to corporate mergers, acquisitions, restructurings, and tax attributes
• Prepare and review Section 382 studies
• Prepare and review step plans for legal entity rationalization/restructuring transactions, including pre-transaction restructurings, post-deal integration entity alignments, and other reorganizations
• Draft opinions, memoranda, and conduct tax technical research and analysis
• Prepare and review stock basis and E&P analyses for consolidated groups
• Prepare and review inside and outside basis analyses for S corporations
• Prepare and review inside and outside basis analyses for C corporations
• Frame projects and issues for effective delegation to associates
• Prepare and review structure decks for taxable and nonrecognition transactions between unrelated third parties

Research

• Identifies when research is needed; clearly and concisely frames issues to be researched; and clearly and concisely reports the analysis.

• Strategy DevelopmentIntroduce and develop new or improved ideas for clients, the Firm, or Firm personnel, e.g., by reducing taxes or expenses or providing non-tax benefits.
• Reviews studies of tax implications and offers clients alternative courses of action
• Identify and leverage lessons learned on prior projects, and offer input on how to improve processes and methods

Supervisory Responsibilities:

• Supervise associates on certain projects and function as an analyst on more sophisticated projects
• Review work prepared by associates, and provide review comments
• Train associates how to use all current software tools
• Provide verbal and written performance feedback to associates

Qualifications, Knowledge, Skills and Abilities

Education:

• Bachelors degree required; major in Accounting, Finance, Economics or Statistics, preferred
• Juris Doctor (JD or Master of Laws (LLM) with a focus on tax preferred
• Masters degree in Accounting or Tax, preferred

Experience:

• Two (2) or more years of prior relevant tax experience and/or public accounting, private industry accounting, or legal experience required in three or more of the areas listed below.
• Experience in preparing Section 382 studies
• Experience in preparing consolidated subsidiary share basis and earnings and profits analyses
• Experience in preparing transaction cost analyses
• Experience in transaction structuring, legal entity rationalization, and post-transaction structural integration
• Experience in analyzing the Section 1202 requirements
• Experience in researching technical issues and drafting technical tax memorandums and opinions to support client positions

License/Certifications:

• CPA certification, Attorney (admitted to practice in a U.S. jurisdiction), or Internal Revenue Service Enrolled Agent (EA) (or the equivalent of one of these designations), required.

Software:

• Proficient with the Microsoft Office Suite, preferred
• Experience with tax research databases, including Checkpoint, Bloomberg and CCH Intelliconnect preferred.

Language:

• N/A

Other Knowledge, Skills & Abilities:

• Superior verbal and written communication skills
• Ability to effectively delegate work as needed
• Strong analytical, research and critical thinking skills as well as decision-making skills
• Ableto work well in a team environment
• Able to develop team of professionals
• Ability to compose written tax advice
• Ability to effectively develop and maintain client relationships
• Demonstrates a high level of integrity
• Ability to adapt quickly in uncertain or unstructured situations
• Good communicator and able to give and receive criticism and feedback constructively
• Comfortable simplifying complex issues for client and non-tax professional understanding
• Ability to utilize and improve digital tools to reduce hours and optimize engagement efficiency
• Intellectually curious, motivated to deliver work of the highest quality, driven to expand knowledge of tax technical matters, BDOs business, its clients, and the team