Client Engagements

Profile

A U.S.-based SaaS founder holding a majority stake in a B2B software company with approximately $12M in ARR, incorporated as a Delaware C-corporation. The company was in a structured M&A process with a strategic acquirer at an anticipated enterprise value of $38–44M, with a seven-month timeline to close.

Challenge

With a blended long-term gain approaching $32M, the headline federal liability — including the 3.8% net investment income tax — was tracking toward $7.6M before state considerations. Unresolved questions remained around QSBS eligibility following a growth-round recapitalization, and the Irish subsidiary's CFC status and GILTI tested income exposure in the transaction year.

Approach

A $10,000 Scoping Mandate analyzed QSBS eligibility, CFC characterization, and GILTI tested income. Findings confirmed $9.2M of the gain qualified for the Section 1202 exclusion. The $25,000 Advisory Retainer structured a GILTI high-tax exclusion election on the Irish subsidiary and identified installment sale treatment for the 22% earnout tranche under Section 453, deferring tax on that portion into the following fiscal year.

Outcome

The combined effect of the QSBS exclusion, GILTI HTE election, and installment sale treatment reduced the founder's effective federal tax rate on total exit proceeds from 23.8% to approximately 13.1%. The Irish subsidiary generated no additional U.S. tax liability in the transaction year, with a compliant, well-documented tax position and no open IRS exposure.

Profile

A family office representing the third and fourth generations of a U.S.-based industrial family, with an aggregate estate valued at approximately $78M across domestic operating assets, U.S. real property, and European private equity holdings in Germany and the Netherlands. One adult child was a dual citizen residing in Switzerland. The family's existing counsel was U.S.-centric with limited cross-border trust experience.

Challenge

Federal estate tax exposure approached $25M at the projected unified credit following TCJA sunset, with a taxable estate approaching $64M at a 40% marginal rate. EU-sited assets introduced German forced heirship provisions, Dutch inheritance tax exposure for the Swiss-resident beneficiary, and Swiss inheritance reporting obligations — all without an existing coordinated international estate plan.

Approach

A $50,000 Full Engagement designed a three-layer structure: a Cayman Islands discretionary trust (foreign non-grantor trust for U.S. purposes) with an institutional trustee and trust protector mechanism; a Singapore private trust company consolidating non-U.S. investment assets; and a Luxembourg SOPARFI providing treaty-protected access to EU holdings insulated from Dutch inheritance tax. U.S. assets were contributed via a documented arms-length sale structure to minimize Section 2036 retained interest risk. FBAR, FATCA, and Form 3520/3520-A compliance calendars were prepared for all U.S. persons.

Outcome

Approximately $51M of assets were removed from the U.S. taxable estate, reducing projected estate tax exposure from $25M to an estimated $6.8M — a reduction of more than 70%. The SOPARFI insulated EU assets from Dutch inheritance tax, German forced heirship exposure was addressed with local counsel, and the Cayman trust provided a creditor-remoteness opinion from Cayman Island counsel. The family had, for the first time, a unified cross-border estate plan with defined annual reporting obligations.

Profile

An operator running a portfolio of B2B professional services and SaaS-adjacent products across four jurisdictions — the United States (parent holding company), UAE (regional operations hub), Singapore (Asia-Pacific engineering center), and Ireland (EU entity) — with approximately $62M in group revenue, of which $19M was IP-derived income. Transfer pricing documentation was outdated and intercompany licensing rates had not been benchmarked since 2019.

Challenge

The OECD Pillar Two GloBE Rules had come into force across primary jurisdictions. The UAE entity, now subject to a 9% corporate tax rate following the end of the 0% free zone regime, sat below the 15% GloBE minimum — creating potential IIR top-up tax exposure at the U.S. parent level. Singapore's IP cost-sharing arrangement predated current OECD transfer pricing rules and had not been modeled against SBIE thresholds.

Approach

A $50,000 Full Engagement confirmed the group fell below the €750M Pillar Two threshold on a standalone basis, then designed for forward compliance. Singapore's SBIE carve-out was modeled against engineering payroll and tangible asset base. The UAE entity's restructuring recommendation increased the tangible asset base to maximize the SBIE carve-out and evaluated reorganization into a QDMTT jurisdiction to eliminate IIR exposure at the parent level. All four jurisdictions received updated intercompany agreements, a transfer pricing master file and local file, and a GloBE readiness report.

Outcome

The SBIE analysis confirmed $11.2M of the $19M in IP-derived income fell within the carve-out and was excluded from GloBE tested income. The UAE restructuring — adopted in full — eliminated residual IIR exposure at the U.S. parent level. The group's blended effective tax rate moved from an undocumented 9–18% range to a documented, jurisdiction-specific structure averaging 15.4% — compliant with Pillar Two minimums and auditable across all jurisdictions.