Ofer Lion - Attorneys - Mitchell Silberberg & Knupp LLP ~ Full service entertainment law firm

Legal Expertise

Representation of nonprofits and tax-exempt organizations in a wide range of tax, transactional, corporate, governance and fiduciary matters (including formation, mergers and acquisitions, executive compensation, international activities and affiliations, unrelated business taxable income, joint ventures, political activities and lobbying, conservation easements, tax return review, tax-exempt bonds and dissolutions).

Extensive representation of companies in all aspects of transactional tax matters, including mergers and acquisitions (domestic and cross-border taxable transactions, tax-free spin-offs, Section 351 transactions and corporate reorganizations), equity and debt securities, finance, partnerships and private equity funds, real estate investment trusts (REITs), bankruptcy reorganizations and debt restructurings.

Ofer has been quoted as a tax-exempt organizations expert in numerous news stories, including on NPR and in the New York Times, the Wall Street Journal, the Los Angeles Times, the Associated Press, Tax Analysts, Politico.com and the Huffington Post.

Ofer has taught “Tax-Exempt Organizations: Law and Practice” as an adjunct professor at the UCLA School of Law.

Representative Matters

Performed full federal and state nonprofit governance and compliance reviews for several tax-exempt organizations, including hospitals, universities and private foundations.
Advised a university regarding executive compensation, housing assistance, tax return reporting issues and other matters.
Advised a hospital relating to a corporate restructuring and change in operations stemming from a joint venture with another tax-exempt hospital.
Represented a scientific research organization regarding amendments to a collaborative research agreement with a commercial pharmaceutical company, including advice regarding private benefit and private inurement issues.
Formed and obtained tax-exemption for numerous organizations, including public charities, supporting organizations, private foundations, scientific research organizations, corporate foundations, a private operating foundation, a business improvement district, and an international aid agency.
Represented several schools in tax-exempt bond financings.
Advised a hospital regarding the establishment of a specialty clinic, including advice regarding excess benefit transactions, executive compensation and intellectual property issues.
Represented a real estate developer in connection with a conservation easement, a qualified conservation contribution, bargain sale valuation requirements, and donee acknowledgements of noncash charitable contributions.
Structured lease of real property between tax-exempt organizations in compliance with property tax exemption requirements.
Tax structuring and general tax representation in hundreds of transactional tax matters, including reorganizations, forward and reverse triangular mergers, international inversion transactions, stock purchase agreements, asset purchase agreements, transactions with earnout payments and management equity rollovers, S corporation sales, Section 351 contribution transactions, bankruptcies, financings, and equity and debt securities issuances.

Associate - Los Angeles

Email Ofer Lion

Phone:

(310) 312-3237

Fax:

(310) 231-8487

Practice Area

Industry Focus

Tax-exempt organizations and nonprofits, including hospitals and health care organizations, universities and schools, public charities, private foundations and private operating foundations. Transactional tax matters for corporations, REITs, limited liability companies, partnerships and funds.

Education

University of California Los Angeles School of Law, J.D., 2002
Pennsylvania State University, B.A., 1997

Court Admissions

California, 2002
USDC, Central District of California, 2002
U.S. Court of Appeals, Ninth Circuit, 2002

Professional Recognition

"Five Associates to Watch in 2012," Los Angeles Business Journal
"Southern California Rising Stars," Super Lawyers (2011)

Publications and Presentations

Four Rules for Tax-Exempt Organizations With Volunteers (February 2012)
California Loosens Its Geographically-Based Restriction on Property Tax Exemptions for Nonprofits, Mitchell Silberberg & Knupp Charitable Sector Alert (December 2011)
Co-author, Co-Investing by Private Foundations and Disqualified Persons, Taxation of Exempts (November 2011)
California Enforces New Isolationist View on Property Tax Exemptions for Nonprofits, Mitchell Silberberg & Knupp Charitable Sector Alert (August 2011)
IRS Backs Off of Gift Tax on 501(c)(4) Contributions, Mitchell Silberberg & Knupp Tax Alert (July 2011)
"Automatic" Excess Benefit Transactions - Fringe Benefits and Other Red Flags, Mitchell Silberberg & Knupp Charitable Sector Alert (June 2011)
Potential Gift Tax Liability for Contributions to 501(c)(4)s - UPDATE #2, Mitchell Silberberg & Knupp Tax Alert (May 2011)
Potential Gift Tax Liability for Contributions to 501(c)(4)s - UPDATE, Mitchell Silberberg & Knupp Tax Alert (January 2011)
Speaker, Focus on Revenues: Cancellation of Debt, Pledges, Sponsorships and Special Events, California Society of CPAs, Nonprofit Discussion Group (January 2011)
Significant Tax Law Changes Under the New Tax Act, Mitchell Silberberg & Knupp Tax Alert (December 2010)
Potential Gift Tax Liability for Election Year Contributions to 501(c)(4) Social Welfare (Political?) Organizations, Mitchell Silberberg & Knupp Tax Alert (October 14, 2010)
Significant Tax Law Changes Under the Small Business Jobs Act of 2010, Mitchell Silberberg & Knupp Tax Alert (September 2010)
IRS Addresses Tax-Exempt Organizations and Gaming, Mitchell Silberberg & Knupp Charitable Sector Alert (September 2010)
Author, Treatment of the Discharge of Indebtedness under the Unrelated Business Taxable Engagements Income Rules, Tax Notes Today (June 2010), California Tax Lawyer, Summer 2010 (presented before the IRS, the Treasury Department and the National Taxpayer Advocate, May 2010)
Co-author, IRS Interim Report on Tax-Exempt Colleges and Universities Compliance Project, Practical U.S./Domestic Tax Strategies (May 2010)
Speaker, 6th Annual Healthcare Law Compliance Symposium (October 2009)
Co-organized and moderated the 2nd Annual Tax-Exempt Organizations General Counsel's Forum, "Corporate Issues in Board Governance and Nonprofit Finances in Today's Economy, May 2009 (also conceived and co-coordinated the initial May 2008 Forum)
Co-author, Significant Business-Related Tax Law Changes Under the American Recovery and Reinvestment Act of 2009, lead story in Practical U.S./Domestic Tax Strategies (February 2009)
Presented revised Form 990 issues to the California Association of Society Executives (November 2008)

Professional, Business, and Civic Affiliations

Adjunct Professor, "Tax-Exempt Organizations: Law and Practice," UCLA School of Law
Chair of the Exempt Organizations Practice Group, Los Angeles County Bar Association (2008-2009), Member (2003-Present)
American Bar Association, Tax Section, Exempt Organizations Committee

Other Career Experience

Latham & Watkins LLP, Tax Associate (2002-2010)
U.S. Department of State, Office of the Legal Advisor, Extern (Fall 2001)