Course Descriptions

Spring 2017 LLM in Taxation Class Descriptions

Advanced Pass-Thru Taxation (Willard B. Taylor)
LWTE556

2 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)
Recommended Class(es): Corporate Tax

The use of tax pass-through entities has become widespread and powerful both in the U.S. and internationally. The purpose of the course is to understand the rules that apply to S corporations, partnerships, REITs and other pass-through entities and how those entities are used, both domestically and internationally. The course will also consider the tax policy issues that pass-through entities raise. The questions are both broad (e.g., Why do we have so many pass-through entities? Why do the rules for each differ? What are the issues for different classes of investors? Is simplification possible?) and narrow (e.g., How is entity-level tax eliminated in the case of a REIT or a RIC? In the case of a REMIC? In the case of an S corporation?) This class meets from January 9, 2017 to February 8, 2017. In addition to class participation, there will be 2 hour open book exam on February 17, 2017.

 

Agency Externship II (John Sansone)
LWVL590

1-4 credit(s), P/F Graded
Requirement(s): Skills
Concentration(s): LLM in Taxation (LLMT)

Externship II students refine their skills, with a longer opportunity to specialize their training in a specific area. Externship II is limited to students who have previously worked at an Agency Externship placement. Please refer to Agency Externship I description for additional requirements.

Note: There are limitations on JD concentration eligibility. Please check the JD concentration web pages for more information. Contact Law Student Affairs to find out if your Agency Externship qualifies for a concentration.

Corporate Reorganization (M. Carr Ferguson)
LWTE510

3 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)
Prerequisite(s): Corporate Tax

This course considers the tax treatment of corporations and shareholders in corporate acquisitive reorganizations, single corporation reorganizations and corporate divisions, including carryovers. Prerequisites: Corporate Tax.  This class will have a take-home final exam.

 

Corporate Tax (Allen Walburn)
LWTE560

3 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)
Prerequisite(s): Tax I

The course involves a study of the basic concepts of federal income taxation of C corporations and their shareholders, including organization of corporations; cash and stock dividends; redemptions of stock; partial and complete liquidations; sales of corporate businesses and reorganizations. Taxation of corporations is compared with taxation of partnerships, limited liability companies and S corporations. The emphasis is on careful analysis of Code provisions, Treasury Regulations, other administrative materials and important judicial decisions in relation to problems that are frequently assigned in advance of class discussion. 

Note: This is a required course for the Business and Corporate Law Concentration (JD).

Federal Tax Clinic I (Richard Carpenter)
LWVL555

2-4 credit(s), H/P/L/F Graded
Requirement(s): Skills
Concentration(s): LLM in Taxation (LLMT)
Prerequisite(s): Tax I - can take concurrently

This is a hands-on clinical course for students who wish to develop tax controversy skills. Students working under the supervision of the Tax Clinic supervising attorney will represent low income taxpayers in resolving their tax disputes with the IRS. Students will learn client interviewing skills, how to interact with IRS personnel, and how to effectively resolve a client’s federal tax dispute. Students must also be available to participate in Tax Clinic Outreach presentations at various community locations and times. The clinic is graded on a 4-tier Pass-Fail basis. 

 

Federal Tax Clinic II (Richard Carpenter)
LWVL556

1-4 credit(s), H/P/L/F Graded
Requirement(s): Skills
Concentration(s): LLM in Taxation (LLMT)

Clinic II interns refine their skills, working on complex cases and cases already begun as Clinic I interns. Students may mentor first time clinic participants, serve as lead attorney on cases, and have additional opportunities to appear in court or administrative proceedings. Supervising attorneys/adjunct professors provide individualized coaching, based on the Clinic II interns’ needs and interests. Prerequisite: Successful completion of Clinic I in the same clinic.

Income Tax of Trusts & Estates (Ann Harris)
LWTE536

3 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)
Prerequisite(s): Tax I, Trusts & Estates
Recommended Class(es): Federal Estate & Gift Taxation

The federal income taxation of trusts, estates, and their beneficiaries; distributable net income; distribution deductions for simple and complex trusts and estates; grantor trusts; income in respect of a decedent; and throwback rules. 

 

Int'l Estate Planning (Elettra Menarini, Patrick W. Martin , Raúl Villarreal Garza)
LWTE538

2 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)
Prerequisite(s): Tax I

The course will address U.S. federal taxation issues (both income and transfer taxes) for multi-national families in this modern day of global living, investment and travel. A detailed review of the income tax rules under Subchapter J and the transfer tax rules for persons who are not U.S. persons will be addressed. Additionally, strategic planning considerations will address pre-immigration and emigration taxation and estate/wealth planning. Grades will be based on quizzes, take home assignments/projects and a final exam.

Partnership Tax (Howard Abrams)
LWTE545

3 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)
Prerequisite(s): Tax I

This course considers the federal tax consequences of entity classification of partnership and limited liability companies; formation of a partnership; basis of partnership interests and assets; effect of liabilities on basis; allocation of income and deductions; partnership elections; continuation, merger, and termination of partnerships; family partnerships; sales and exchanges of partnership interests; liquidating and non-liquidating distributions; retiring partners; and pertinent policy considerations.

 

Payroll Taxes (Willard B. Taylor)
LWTE548

1 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)
Prerequisite(s): Tax I

The purpose of this course is to understand the structure of payroll taxes and the new 3.8% tax on net investment income and also to consider the broader issues which these taxes raise. We will not get into the fine print (e.g., should you be withholding FICA on what you pay your babysitter?), but will discuss, for example, the effect of the rules on choice of entity or a structure used to carry on a business (such as the choice between a partnership and an S corporation or between a limited liability company and a limited partnership), the alignment of the taxes with the personal income tax and other connections between “social insurance” programs and the personal income tax. Broader issues include, for example, whether it makes a difference whether these are taxes are viewed as taxes on income or simply as payments made for specific retirement and/or medical benefits (and, depending on how that is answered, whether it might make sense to fund more of the benefits out of general revenues, not payroll taxes and the tax on NII). This class will have a final exam in early February. 

State Income Tax Clinic I (Craig Shaltes)
LWVL560

2-4 credit(s), H/P/L/F Graded
Requirement(s): Skills
Concentration(s): LLM in Taxation (LLMT)

This litigation clinic, also known as the "Taxpayer Appeals Assistance Program (TAAP) - Franchise and Income Tax," is a joint effort between the USD Legal Clinics and the California State Board of Equalization (BOE). Under supervision of an attorney from the BOE's Taxpayer Rights Advocate Office, students assist taxpayers with state income tax disputes against the California Franchise Tax Board (FTB). Students receive legal practice skills training, including gathering and identifying evidence, drafting legal briefs, and representing clients/taxpayers in negotiations with the FTB and at oral hearings before the BOE.

 

State Income Tax Clinic II (Craig Shaltes)
LWVL561

1-4 credit(s), H/P/L/F Graded
Requirement(s): Skills
Concentration(s): LLM in Taxation (LLMT)

Clinic II interns refine their skills, working on complex cases and cases already begun as Clinic I interns. Students may mentor first time clinic participants, serve as lead attorney on cases, and have additional opportunities to appear in court or administrative proceedings. Supervising attorneys/adjunct professors provide individualized coaching, based on the Clinic II interns’ needs and interests. Prerequisite: Successful completion of Clinic I in the same clinic.

State Sales & Use Tax Clinic I (Michael J. Larkin)
LWVL562

2-4 credit(s), H/P/L/F Graded
Requirement(s): Skills
Concentration(s): LLM in Taxation (LLMT)

This clinic is a joint effort between USD Legal Clinics and the California State Board of Equalization (BOE). Under the supervision of an attorney from the BOE’s Taxpayers' Rights Advocate Office, students will represent clients who are appealing California Sales and Use Tax determinations (tax bills). Students will have the opportunity to gain practical legal skills including client interview and counseling, evidence gathering, preparing legal briefs, and actual negotiation with auditors and attorneys. Furthermore, when necessary, students will have the opportunity to represent clients in a litigation setting at Appeals Conferences (informal hearings) and Oral Hearings (similar to court trials).

 

State Sales & Use Tax Clinic II (Michael J. Larkin)
LWVL563

1-4 credit(s), H/P/L/F Graded
Requirement(s): Skills
Concentration(s): LLM in Taxation (LLMT)

Clinic II interns refine their skills, working on complex cases and cases already begun as Clinic I interns. Students may mentor first time clinic participants, serve as lead attorney on cases, and have additional opportunities to appear in court or administrative proceedings. Supervising attorneys/adjunct professors provide individualized coaching, based on the Clinic II interns’ needs and interests. Prerequisite: Successful completion of Clinic I in the same clinic.

Tax Litigation (Richard Carpenter)
LWTE565

2 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)

This course provides a comprehensive review of prelitigation IRS administrative procedures, practical analysis in the selection of a choice of forum to litigate a federal tax dispute, pre-trial practice and case analysis, trial techniques and strategies when litigating a federal tax dispute before the U.S. Tax Court, and a review of refund litigation. 

Tax'n of Int'l Investments (John I. Forry)
LWTE582

3 credit(s), Standard Letter Graded
Concentration(s): LLM in Taxation (LLMT)

• This course focuses on tax rules for international investors in the US and selected foreign countries by way of examples.


• Topics include general tax regimes for international investors, as well as tax and related structuring rules and planning for specific cross-border activities such as: real estate and infrastructure investments; licensing and importing; establishing and financing a new local business enterprise; acquiring a local corporation; using a local business as a base for further international operations; portfolio investments in local stocks and other securities; immigration and tax planning for foreign individuals; activities by foreign governments and government-owned businesses; and reporting requirements for international investors.


• Early in the course, students are assigned to teams. Each team is provided with a brief case study proposing certain of the cross-border activities covered in the course. In the final sessions of the course, each team makes a presentation covering the key tax and related issues of its case study.

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