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William H.D. Fones Jr.

Shareholder
Memphis
T: 901.577.2247
F: 901.577.0729

William H.D. Fones Jr., shareholder in the Memphis office, concentrates his practice in taxation law.

Featured Experience

Handled tax issues on numerous acquisitions and sales, both taxable and tax-free, both corporate and partnership/LLC, including hospitals, medical centers, banks, securities firms, REITs, retail chains and tech companies.

Advised on nonqualified deferred compensation issues including stock options, restricted stock, phantom stock, parachute payments, Section 409A and performance-based compensation not subject to the $1 million deduction limitation for public companies.

Formed private REITs.

Professional Biography

Overview

Mr. Fones' practice includes federal and state tax planning associated with mergers and acquisitions, corporations, non-qualified executive compensation, partnerships, financial institutions, real estate investment trusts and regulated investment companies. He has handled federal and Tennessee state and local tax controversies at the administrative level and in court.

He has participated in a number of family tax planning transactions in connection with the representation of closely held businesses, including family limited partnerships, insurance trusts, grantor retained annuity trusts and other forms of grantor trusts.

Prior to joining the Firm, Mr. Fones was a law clerk with the United States Claims Court, Court of Appeals for Federal Circuit, and Tax Law Specialist in Exempt Organizations for the National Office of the Internal Revenue Service.

Representative Matters
  • Handled tax issues on numerous acquisitions and sales, both taxable and tax-free, both corporate and partnership/LLC, including hospitals, medical centers, banks, securities firms, REITs, retail chains and tech companies.

  • Advised on nonqualified deferred compensation issues including stock options, restricted stock, phantom stock, parachute payments, Section 409A and performance-based compensation not subject to the $1 million deduction limitation for public companies.

  • Formed private REITs.
  • Restructured family business corporations, LLCs and other enterprises for better income tax efficiency, succession planning, and gift and estate tax planning, including obtaining private letter rulings on preservation of S corporation status.

  • Advised on state and local sales and property tax issues for private aircraft.

  • Advised on the preservation of corporate net operating losses, including the adoption of NOL protection plans.

  • Prepared wills, generation-skipping trusts, GRATs, grantor trusts, insurance trusts and charitable trusts.

  • Probated estates and supervised related tax filings.

  • Handled IRS Appeals-level disputes (including mediation and Fast Track) on the following issues: mark-to-market and other accounting issues, tax effects of corporate restructures, collection issues and penalties for non-payment of payroll taxes by a municipality, values for estate tax purposes, offshore residency, and allocation of condemnation proceeds between ordinary income and capital gains items.

  • Handled various state income tax disputes for financial institutions.

  • Handled Offshore Voluntary Disclosure Process for accounts in Switzerland and a variety of other foreign jurisdictions.

Professional Honors & Activities
  • Listed in The Best Lawyers in America® since 2003 in the areas of Tax Law, Tax Litigation and Controversy, and Trusts and Estates
  • Named the Best Lawyers' 2018 Memphis Tax Law "Lawyer of the Year;" 2017 Memphis Trusts and Estates "Lawyer of the Year"
  • Named to Business Tennessee magazine's "150 Best Lawyers" Memphis
  • Member – Memphis, Tennessee and American (Tax Section) Bar Associations
Speaking Engagements
  • "Special Report – Recent Developments in Tennessee Taxes: Issues and Opportunities," Council on State Taxation (COST) Southeast Regional State Tax Seminar, Memphis, Tennessee (November 2017)
  • Council On State Taxation (COST), Southeast Regional Meeting (March 2015)

Awards

Education

  • George Washington University Law School, J.D., 1975
  • George Washington University, LL.M. in Taxation, 1979
  • Tulane University, B.A., 1972

Admissions

  • Tennessee, 1975

William Fones handles unique tax issues, REIT [matters] and executive compensation issues. He is very capable.

General Counsel at a real state investment trust company

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