About Kevin

Sophisticated transactional tax guidance for corporations, partnerships and LLCs

Kevin Halloran focuses on transactional taxation – specifically mergers and acquisitions (M&A) involving corporations, partnerships and limited liability companies. He provides tax analysis, tax modeling and advice on deal structuring for both financial and strategic acquirers. Kevin has represented clients before the Internal Revenue Service (IRS), the Indiana Department of Revenue and the Indiana Tax Court. His experience includes:

  • Stock acquisitions, including those with tax-free rollover of seller equity and stepped-up basis acquisitions involving elections under Code §§ 338, 338(h)(10) and 336(e)
  • Acquisition structures under Code § 351
  • Asset acquisitions
  • Corporate mergers, reorganizations and dispositions, both taxable and tax-deferred
  • Structuring partnership acquisitions and divisions

Kevin is a licensed certified public accountant in Indiana and began his tax career as an M&A tax consultant with EY.

Experience in Action

  • Providing written tax opinions to clients.
  • Drafting and modeling tax allocation provisions in partnership and LLC agreements.
  • Representing clients before the IRS under the BBA audit rules, and before the IRS Independent Office of Appeals.
  • Preparation of and application for private letter rulings from the IRS.

Successes

  • Represented sellers of subchapter S corporation stock structuring transaction to allow tax-free rollover of seller equity.
  • Advised clients on UpREIT and UpC transactions.
  • Provided written tax opinion on gain exclusion under Internal Revenue Code 1202.
  • Represented clients in transactions generating tens of millions of dollars of low-income housing tax credits.

Professional Recognitions

  • The Best Lawyers in America®, Closely Held Companies and Family Business Law, 2023
  • Certified Public Accountant, Indiana, 1997

Professional & Civic Activities

  • Indiana CPA Society, member
  • American Institute of Certified Public Accountants, member
  • Bloomington Economic Development Corporation, board of directors, 2010–2015; president, 2015
  • Adjunct professor, Indiana University Maurer School of Law – Bloomington

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