Continuing Legal Education

TELESEMINAR: Techniques for Tax Efficiently Withdrawing Capital From a Closely Held Company – A National Perspective

May 21, 2014
12:00 – 1:00 p.m.
1.00 MCLE hours


The ultimate object of many closely held companies is to distribute as much cash and other property to its owners.  This is particularly true when there is not a market for the sale of the company itself. The owners want to optimize distributions to all of them – or at least some of them, as when a partner decides to retire, becomes disabled, dies or just wants to depart. These distributions or withdrawals of property involve drafting issues in operating and stockholder agreements, finance issues involved in funding these distributions, and substantial tax issues. This program will provide you with a planning guide for distributing cash and other property to the owners of closely held companies, balancing operational, finance, and tax considerations.


  • Redemptions of ownership interests in exchange for property v. funding individual buy/sell transactions among the owners
  • Tax optimized compensation methods, including employment tax issues in S Corps v. LLCs, and the new 3.8 on net investment income
  • Operating agreement and stockholder agreement drafting issues
  • Retirement plan techniques for optimizing the withdrawal of property


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Program Speaker:
Brian J. O'Connor,
Venable, LLP, Maryland


Brian J. O'Connor is a partner in the Baltimore office of Venable, LLP, where he is co-chair of the firm’s tax and wealth planning group. He provides sophisticated tax and business advice to closely-held and publicly-traded businesses and their owners.  Before joining Venable, Mr. O’Connor was an attorney-advisor in the Office of the Chief Counsel of the IRS, where he worked on high profile legislative projects, regulations and other published guidance relating to pass through entities.  Mr. O’Connor received his J.D., magna cum laude, from Washington and Lee University School of Law and his LL.M. in tax law, with distinction, from Georgetown University Law Center.