On January 15, 2026, the IRS released two documents, Notice 2026-8 and Revenue Proc. 2026-8, which provide updated guidance regarding group tax exemption letters and removes the moratorium the IRS administratively imposed in 2020 on new group exemption rulings. Additionally, the two documents affect organizations with current group exemption letters who generally have one year […]
Read MoreThis memorandum will be updated periodically as developments warrant. Updated March 24, 2025 In an interim final rule released on March 21st, FinCEN revised the definition of “reporting company” to mean only those entities formed under a foreign country’s law and registered to do business in any US State. This has significantly reduced the universe […]
Read MoreThe start of the second Trump administration is likely to see a renewed emphasis on immigration enforcement in the workplace. Estimates of the number of undocumented immigrants in the United States vary from 11 million to 20 million. In metropolitan areas, the concern is possible inspections by ICE (U.S. Immigration and Customs Enforcement) especially relating […]
Read MoreOrganizations which operate a school1 even if they are not required to file Form 990 or Form 990 E-Z must annually publish a public notice of non-discrimination in a newspaper of general circulation and file “Form 5578- Annual Certification of Racial Non-Discrimination” with the Internal Revenue Service. The suggested language for such notice is as […]
Read MoreThis memorandum will attempt to outline certain reporting and compliance obligations relating to private foundations. You should also review a booklet which you may have received from the Internal Revenue Service entitled “Compliance Guide For 501(c)(3) Private Foundations” (Publication 4221PF) (available at www.irs.gov). IRS Reporting and Filing Requirements State Filings Treatment of Contributions Fiduciary Duty […]
Read MoreIn late 2020 , the SEC proposed or adopted a number of regulatory initiatives which benefit the issuers and other participants in private placements. These include an expansion of the definition of “accredited Investor” under Regulation D, expanded eligibility and simplification of the rules regulating private placements and an exemption permitting the compensation of “finders” […]
Read MoreOn August 26, 2020, the Securities and Exchange Commission significantly expanded the category of persons who can be considered an “Accredited Investor” under Regulation D. Some highlights: While the amendments do not change the $200,000.00/$300,000.00 annual income and $1,000,000.00 net asset thresholds for individuals (which have remained unchanged since Regulation D’s adoption), they update Regulation […]
Read MoreIn early November, the SECs Division of Corporation Finance updated CDI 139.13 under Securities Act Section 5 and withdrew CDIs 139.15 through 139.20. The updated CDI relates to equity line financings. In many equity line financings, the company will rely on a private placement exemption to sell the securities under the equity line and will […]
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