Of Counsel; Business Law
Based in our St. Paul office, Jerry is a seasoned practitioner with a broad background in Federal and State tax matters, including transactional matters, the representation of clients before taxing agencies and the court and the representation of non-profit organizations.
Jerry practices principally in the areas of:
- Tax Litigation
- Tax Planning and Business Transactions (organization, acquisitions, and sales)
Jerry regularly represents clients before Federal and State taxing agencies in audits and administrative litigation as well as in tax litigation in the Courts. Jerry regularly advises both domestic and foreign clients on the structure of operations in Minnesota and other states with a view to minimizing the impact of State and local income, sales and use, ad valorem, and excise taxes. His efforts include advance planning with respect to the State and local tax considerations of the acquisitions of businesses, the structure of investments, and the identification and negotiation of special tax incentives in Minnesota.
His practice involves advising domestic and foreign clients on the tax implications of complicated business organizations and structures and transactions, including mergers and acquisitions, financings, cross-border transactions and the use of various types of business organizations.
Jerry also has more than 30 years of experience in drafting and working to secure adoption of tax legislation and helping to shape tax regulations adopted in Minnesota.
The scope of Jerry’s practice can best be described by examples:
- Jerry frequently advises clients who are contemplating a change of residence from Minnesota income tax, and represents clients in Minnesota tax residency audits and appeals.
- He also represents clients in tax audits and administrative appeals, as well as in tax litigation.
- Jerry advises on tax issues in divorce.
- Jerry represents non-filers and late filers, including penalty abatements.
- He has handled tax controversies relating to Federal income tax, estate tax and excise taxes.
- He has successfully defended businesses in Minnesota tax controversies for all of the major tax types – individual income, corporate franchise tax, property tax appeals, MNCare taxes, sales taxes and alcohol taxes.
- Jerry has resolved hundreds of non-public record tax cases on Federal and State of Minnesota taxes in his career.
- Jerry successfully defended executives of companies from being personally assessed for Federal and State withholding and “trust fund” taxes.
- Jerry has broad transactional tax experience involving start-ups, mergers and acquisitions, spinoffs, reorganizations and related tax planning.
- Jerry has assisted multiple businesses in the transfer of ownership from the founders of the company to the second generation of owners by use of buy-sell agreements and gifts.
- He was involved in the formation of hundreds of business entities – corporations, limited liability companies, partnerships and joint ventures.
Jerry has successfully appeared in numerous tax matters at both the State and Federal levels for taxpayers with the IRS and the Minnesota Revenue Department, in the Federal District for the District of Minnesota, the United States Tax Court, the Eighth Circuit Court of Appeals, the Minnesota Tax Court and the Minnesota Supreme Court. His representation of taxpayers include the favorable conclusions reached in the litigated cases:
- MBNA America Bank, N.A. & Affiliates v. Commissioner of Revenue, 2005 WL775116, 694 N.W.2d 778 (Minn. 2005) (the Taxpayer Bill of Rights trumps the statute of limitations and permits a refund claim);
- Leeann Chin, Inc. v. Commissioner, Docket No. 7384-R, 2003 Minn. Tax LEXIS 38 (Minn. T. Ct. Sept. 4, 2003) (processing of chicken and other foodstuffs qualifies for the capital equipment sales tax refund);
- XO Communications, Inc. v. Commissioner of Revenue, Docket No. 7430-R and 7442-R (Minn. T.Ct. July 6, 2004) (phone call is tangible personal property and qualifies for the capital equipment sales tax refund);
- Hercules Incorporated, et al. v. Commissioner, 575 N.W.2d 111 (Minn. 1998) (sale of a 50% stock interest in a joint venture qualifies as non-business income for corporate franchise tax);
- Firstar Corporation v. Commissioner, 575 N.W.2d 835 (Minn. 1998) (sale of bank building in Wisconsin qualifies as non-business income for Minnesota corporate franchise tax);
- Minnesota RSA10 Limited Partnership v. Commissioner, 531 N.W.2d 36 (Minn. 1998) (the provision of telephone services is manufacturing of a tangible product and qualifies for the capital equipment sales tax refund);
- Klein Bancorporation, Inc., et al. v. Commissioner, 581 N.W.2d 863 (Minn. Ct. App. 1998) (Commissioner of Revenue has an affirmative statutory duty to examine returns and rule on refund claims);
- American Structural Metals, Inc. v. Commissioner of Revenue, Docket No. 6594 (Minn. T.Ct. May 13, 1996) (welding tips are used or consumed in the industrial process and qualify for the industrial production sales tax exemption);
- Northern States Power Co. v. Commissioner, No. 6662 and 6663, 1996 WL611134 (Minn. T. Ct. Oct. 17, 1996) (nuclear containment building and equipment qualifies for the pollution control exemption from the property tax);
- Northern States Power Co. v. Commissioner of Revenue, 504 N.W.2d 34 (Minn. 1993) (the providing of electricity to its customers qualifies as manufacturing of a tangible product for the sales and use tax capital equipment refund);
- MidAmerica Bank N.A. v. U.S., 1990 WL 235659 (D. Minn. 1990) (Bank is not personally assessed for income for withholding taxes and receives $250,000 in attorney’s fees).
Jerry is a former adjunct professor of tax law at the William Mitchell College of Law, where he taught courses on basic tax and litigation. He is a former chair of the National Association - Tax Institute of America State Sales and use Tax Committee and the Tax Section of the Minnesota State Bar.
Jerry is a frequent lecturer on tax matters for local and national tax seminars. Jerry is consistently selected as one of the “top one percent” of all lawyers in the United States, according to Best Lawyers in America. He has been named a “Super Lawyer” by Minnesota Super Lawyers every year since the inception of that award. He is also listed in Law & Leading Attorneys Business Guidebook. Jerry has been awarded the Minnesota State Bar Association’s Tax Section Distinguished Service Award.
He will again be teaching the State and Local Tax II course at the University of Minnesota Graduate School in the Master of Business Taxation program, focusing on property tax, state procedure, and Minnesota litigation.
Jerry is active in various community activities and his church and he is currently on the Board of Directors of the Minnesota Taxpayer’s Association.
Jerry received his B.A. degree, magna cum laude from St. John’s University, his J.D. degree cum laude, from the University of Notre Dame, and his LL.M. degree in taxation from New York University.