Baker Tax Law

A “double merger” is exactly what it sounds like: two mergers completed back-to-back as part of a single, integrated transaction. In the first step, the buyer acquires the target through a reverse triangular merger, with the target surviving as a wholly owned...

So, you own equity in an LLC taxed as a partnership, and it has come time to sell the company. What happens if you sell your interest? What happens if instead the LLC sells its assets? Similarities Regardless of whether the transaction is structured as an equity sale...

Let’s say it’s February 2026 and you have some stock options you would like to grant members of your team.  You’ve heard that you can rely on a tax code Section 409A valuation for up to 12 months.  You received a valuation of $0.30 per share effective as of December...

Myth: You must grant stock options with a fair market value exercise price. Truth: A nonstatutory stock option can be granted with a discount exercise price if: The stock option is fixed-exercise; or The stock option meets the independent contractor exception. Most...

Occasionally a company calls me and asks me about granting a stock award to a service provider in a foreign country.  That can be done, though it often involves drafting an international form of stock award agreement, sometimes involves adopting a sub-plan to be...

It's 1099 season. For those of you who paid a law firm for legal services this year, here are three tips: 1. Payment for legal services goes in box 1 of Form 1099-NEC. Do not use Form 1099-MISC. Form 1099-MISC box 10 "Gross proceeds paid to any attorney" is for when...