Income Tax Planning
Entity selection, compensation structures, passive activity rules, basis management, and partnership and S-corporation distributions.
Tax Planning
The Practice
Strategic counsel,
before the return is filed.
For more than four decades, Sanger & Molever has guided individuals, family offices, and closely-held businesses through the intersecting demands of federal and California tax law. Our work begins long before any return is filed: we sit with clients, study their balance sheets, examine their family structures, and design tax positions that will withstand scrutiny years into the future.
Tax planning, done well, is never a transactional exercise. It is a continuous conversation about goals, risk tolerance, and the slow accumulation of wealth. The right structure today preserves optionality tomorrow.
Built on the Code
A practice built on every layer of the code.
We advise across the full spectrum of taxation that touches a private client — from income and entity-level taxation through transfer taxes, property taxes, and the increasingly complex web of state nexus rules that arises whenever a California business operates beyond state lines.
Much of what we do is anticipatory. A modest reorganization in year one may save a family hundreds of thousands in year ten. A properly drafted operating agreement may prevent a partnership audit from becoming a partnership lawsuit.
Specific Matters We Handle
Six disciplines, one integrated practice.
Each engagement draws on the full breadth of the firm. We coordinate planning and controversy, transactional and advisory work, so a single matter is never siloed from the larger picture.
Estate & Gift Tax
Lifetime gifting, generation-skipping allocations, and coordinated estate planning so wealth movement aligns with testamentary intent.
Property Tax
Proposition 13 base-year value preservation across generations, parent-child exclusions, and reassessment defense.
Sales, Use & Nexus
Multi-state nexus analysis, audit defense, and closing agreements with the CDTFA and Franchise Tax Board.
Controversy & Appeals
IRS examinations, Office of Appeals protests, FTB negotiations, and litigation in the United States Tax Court.
Closely-Held Businesses
Reasonable compensation, accountable plans, retirement plan design, and tax consequences of buy-sell agreements.
A Guiding Principle
"Tax planning is not the art of avoiding tax. It is the discipline of paying the right tax, at the right time, in the right structure — nothing more."
Sanger & Molever
When the Government Calls
Representation, drafted by the same hand that built the position.
Even the best-planned return can attract attention. When it does, we step in directly: meeting with revenue agents, drafting protests to the IRS Office of Appeals, negotiating with the Franchise Tax Board and CDTFA, and — when necessary — litigating in the United States Tax Court.
Because we draft the underlying transactions, we know precisely what the government is looking at and why our positions hold.
Closely-Held Businesses
The same dollar, taxed five different ways.
Family-owned and closely-held companies face a particular challenge: the same dollar can be taxed as wages, as a distribution, as a dividend, as a guaranteed payment, or as a capital gain depending on how the underlying structure was built.
For families that hold real estate, our planning frequently involves §1031 exchanges, opportunity zones, cost-segregation studies, and the careful coordination of Proposition 13 base-year values across generations.
Representative Engagement
A multi-generational restructuring.
A multi-generational family with operating businesses in California and Nevada engaged the firm to consolidate its real estate holdings, refresh its estate plan, and address a contested state nexus position. Over an eighteen-month engagement we restructured three entities, completed two §1031 exchanges, secured a favorable closing agreement with the Franchise Tax Board, and reduced the family's projected estate-tax exposure by a meaningful seven-figure sum.
Explore Further
Tax planning, in detail.
Tax Audits
IRS, FTB, and CDTFA examination defense from notice through resolution.
Bankruptcy Tax Discharge
When tax liabilities can — and cannot — be discharged in bankruptcy.
Proposition 13 Issues
Preserving base-year values across generational and entity transfers.
Trust Fund Payroll Taxes
Personal liability assessments under §6672 and responsible-person defense.
The Sanger & Molever Approach
Counsel that does not require revisiting.
Clients who come to us are often surprised by the pace of our work. We prefer to understand the whole picture before recommending any single change. We listen first, model alternatives second, and write opinions only after both partners and the client agree on the strategy.
Speak With Counsel
Discuss your matter
Initial conversations are confidential and exploratory. No engagement begins until both attorney and client are confident the work is the right fit.