Dan Baucum is a lawyer who draws on his business and legal acumen to aid his clients with tax planning, business issues and federal tax disputes. With more than 30 years of legal experience, he also consults with legal and accounting professionals on federal tax matters and IRS practices. After establishing a successful law career in Dallas, Dan moved to Washington, D.C., where he was appointed Special Assistant to the IRS Assistant Chief Counsel. He assisted with rulemaking and policy decisions affecting passthrough entity tax issues and estate and gift tax issues by drafting and reviewing proposed regulations, revenue rulings, private letter rulings and IRS Chief Counsel notices. Since returning to Dallas, Dan has advised clients on a full array of tax planning and business transactions.

Recognized for his deft, comprehensive knowledge of LLCs, limited partnerships, S corporations and other business entities, Dan advises clients with federal tax issues and structuring challenges commonly faced by closely held businesses, private equity firms, investors and startups. His experience lends itself to a wide variety of businesses and industries, including technology companies, real estate developers and investors, wholesale and retail outlets, logistics companies, service providers, professionals, private equity investors and family offices to name just a few. Dan has taught classes as an Adjunct Professor at Georgetown Law’s Graduate Tax Law Program, Southern Methodist University’s Dedman School of Law and Baylor Law School. Dan is very active in the State Bar of Texas and currently serves as the 2021-22 Chair of the Tax Section.

Dan has been named as one of The Best Lawyers in America® – Tax Law (2019, 2020, 2021, 2022), Texas Super Lawyer – Tax Law (2021), Best Lawyers in Dallas (D Magazine, 2009, 2011, 2014), Five Top Notch Lawyers – Taxation (Texas Lawyer, 2012) and Power Lawyer (Fort Worth Business Press, 2014), and was named to D CEO Dallas 500 (2022).

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Admitted to Practice

State Bar of Texas
United States Supreme Court
United States Court of Appeals for the Fifth Circuit
United States District Court for the Northern District of Texas
United States Tax Court

Education

New York University, LL.M (Taxation)
Southern Methodist University, J.D.
Southern Methodist University, B.B.A.

Recognition, Honors, and Achievements

Chair, State Bar of Texas Tax Section
Fellow, American College of Tax Counsel
Former Chair, Dallas Bar Tax Section
Woodward/White, Inc. – Best Lawyers in America, Texas’ Best Lawyers, Tax Law (2019, 2020, 2021, 2022)
Named to D CEO Dallas 500 (2022)
D Magazine – Best Lawyers in Dallas, Taxation (2009, 2011, 2014)
Fort Worth Business Press – Power Lawyer (2014)
State Bar of Texas – Distinguished Service Award, Tax Section (2013, 2018)
Texas Lawyer – Five Top Notch Lawyers, Taxation (2012)

Presentations and Published Writings

Starr, Schmalz, Baucum, & Crnkovich, 725 T.M. [1st] Limited Liability Companies (BNA Tax Mgmt. Portfolio)
Dan G. Baucum & Peter K. Scott, “How to Survive a Large Case Audit Under Revised IRS Guidelines,” Journal of Taxation, August 1993
Visiting Adjunct Professor of Law, Baylor Law School Business Law Boot Camp (2020)
Speaker, “Target Allocations for the Rest of Us,” UT Law CLE, LLCs, LPs and Partnerships (2020)
Speaker, “Fixing Terminated S Corp Elections,” State Bar of Texas Advanced Tax Law Course (2019)
Speaker, “Carrying on About Carried Interests,” UT Law CLE, LLCs, LPs and Partnerships (2019)

Representative Tax Planning and Controversies Matters


OFFSHORE TAX PLANNING
  • Provided taxpayer advice on tax reporting responsibilities and implementing a business reorganization plan to simplify U.S. tax reporting issues for an offshore business enterprise and evaluating strategies to reduce taxpayer’s current U.S. tax liabilities.

DEFENSE OF CHARITY’S BOARD MEMBER FROM UNPAID EMPLOYMENT TAXES
  • Defended volunteer charity board member from being held responsible for unpaid employment tax assessments stemming from Executive Director’s actions.

IRS AUDIT DEFENSE
  • Successfully defended a family-owned manufacturing and real estate business based in Hawaii and Texas, negotiating and settling income tax issues raised during audit and avoiding potential gift tax assessments.

“EGG SHELL” AUDIT DEFENSE
  • Represented taxpayer in IRS audit involving allegations of failure to file accurate returns and report income.

FAMILY OWNED BUSINESS SUCCESSION PLANNING
  • Represented multi-generational family with strategic reorganization of operating business and real estate investments allowing younger family members involved in the business to assume operating roles in specific businesses with oversight working toward the goal of eventually taking operational control, while other family members not actively involved in the family business were guaranteed a financial stake in the business and investments.

PURCHASE OR SALE OF CLOSELY HELD BUSINESSES
  • Represented buyers or sellers in the sale of assets or equity in closely held business, including negotiating the letter of intent, negotiating representations and warranties, drafting the purchase or sales agreement, addressing securitization issues, transferring the assets or equity, and closing the deal.

FORMING AND OPERATING CLOSELY HELD BUSINESSES
  • Assisted clients in choosing the correct business entity for their start up, drafted and filed entity formation documents, and documented governance choices related to critical business choices and operations.

IRS APPEALS
  • Prepared and filed written arguments with IRS Appeals protesting an auditor’s denial of a charitable deduction by taxpayer who gifted stock in a closely held business to charity. IRS Appeals reversed the auditor’s denial of a charitable deduction in favor of the taxpayer without a hearing solely based upon the written protest filed on behalf of the taxpayer.

INSURANCE COMPANY AUDIT
  • Provided IRS practice advice and counsel to an international insurance conglomerate with a significant U.S. presence experiencing a problemed U.S. federal income tax audit In New York arising out of a large tax refund claim filed by its U.S. subsidiary. Assisted in responding appropriately to a combative situation involving an IRS Large Business and International audit team requests for information and unsubstantiated allegations.

REAL ESTATE LIKE-KIND EXCHANGE
  • Provided tax advice to real estate investor in Texas involving unwinding several real estate partnerships with unrelated investor partners thorough the tax free like-kind exchange of the partnerships’ investment properties for previously identified replacement investment properties using a reverse deferred “parking” exchange structure to acquire replacement realty prior to the sale of the relinquished property.

PRIVATE EQUITY INVESTOR TAX ADVICE
  • Provided tax advice to equity investors in negotiations with the Fund Sponsor regarding proposed revisions of the partnership agreement affecting the tax treatment of the partners.

PRIVATE REAL ESTATE FUND TAX STRUCTURE
  • Provided tax advice in connection with the creation of an investment fund to acquire interests in real properties across North America. The fund sought investments from foreign nationals wishing to invest in U.S. and Canadian real estate.

INVESTMENT FUND TAX STRUCTURE
  • Provided tax advice to a newly created pooled investment fund focused on the acquisition of interests in real estate operating companies involved in the development of student housing, senior assisted living, modular housing neighborhoods and self-storage facilities.

REAL ESTATE SPLIT UP INVOLVING LLCs AND S CORPs
  • Planned and implemented the reorganization of multiple entities to facilitate the tax favored split up of real estate businesses to multiple owners.

PERSONAL GOODWILL IN THE SALE OF C CORPORATION
  • C corporation sale structured so that a percentage of the sales proceeds paid directly to shareholder for personal goodwill avoiding corporate level double tax.

CONVERSION OF S CORPORATION TO LLC IN PARTIAL SALE
  • Planned and implemented tax free conversion of operating S corporation business into a LLC to accommodate buyer of 50% interest in the business who required that the business be operated as an LLC.

TAX FREE RETENTION OF PARTNER’S INTEREST IN REAL PROPERTY SOLD
  • Structured the sale of real property by a partnership to allow one partner to retain an ownership interest in the property through a tax free contribution in exchange for a membership interest in the LLC purchaser while other partners received cash in a taxable sale.

BANK HOLDING COMPANY TAX STRUCTURING
  • Provided tax structuring advice to a Texas bank holding company in its merger with and into an out-of-state bank holding company. Consideration for the transaction was a combination of cash and stock.

PRIVATE INVESTMENT FUND TAX PLANNING
  • Provided tax advice in the recapitalization of a limited partnership formed to acquire royalty and mineral interests. Arranged additional capital from bank loans and soliciting existing members for additional capital contributions to fund the repurchase of limited partnership interests from partners wishing to liquidate their investment.