Michael Fernhoff

Michael Fernhoff is a partner in the Tax Department. Mike has substantial experience in all aspects of federal, state and local income tax planning for complex corporate and real estate transactions, including:

mergers and acquisitions
partnerships, and joint ventures
reorganizations, recapitalizations and restructurings
capital markets offerings
financings
real estate
tax litigation
executive and deferred compensation

Mike has significant experience structuring and implementing international as well as domestic business transactions.

Mike has been recognized by both Chambers USA and Legal 500, who note his sophisticated transactional work, as well as comprehensive income tax planning from federal to local levels and his work on international structuring matters. Additionally, Mike was recognized by Best Lawyers as the 2012 Tax Lawyer of the Year in Los Angeles, an honor bestowed on only one tax lawyer a year.

Firm/Organization: Proskauer Rose LLP

Blogs: Blockchain and the Law, Tax Talks

Latest Articles

Blockchain and the Law

IRS Answers Some, but Not All, Questions in Long-awaited Cryptocurrency Guidance

By Michael Fernhoff, Jeremy Naylor & Kathleen R Semanski

October 18, 2019

The first official guidance on the taxation of cryptocurrency transactions in more than five years has been issued. The guidance includes both a Revenue Ruling (Rev. Rul. 2019-24, 2019-44 I.R.B. 1) and answers to Frequently Asked Questions on Virtual Currency Transactions (the “FAQs,” together with Revenue Ruling 2019-24, the “Guidance”) was issued on October 9, 2019 by the U.S. Internal Revenue Service (the “IRS”). The Guidance provides much sought information concerning the tax…

Tax Talks

IRS answers some, but not all, questions in long-awaited cryptocurrency guidance

By Michael Fernhoff, Jeremy Naylor & Kathleen R Semanski

October 17, 2019

Tax Talks

Proposed FDII Regulations under Section 250

By David S. Miller, Sean M. Webb, Elizabeth Johnston Wytock, Amanda H. Nussbaum, Stuart Rosow, Richard M. Corn, Michael Fernhoff, Martin T. Hamilton, Malcolm Hochenberg, Scott S. Jones, Mary B. Kuusisto, Arnold P. May, Jeremy Naylor, Alan Parnes & Jamiel E. Poindexter

April 22, 2019

I. Introduction. On March 4, 2019, the Internal Revenue Service (the “IRS”) and the Department of the Treasury (the “Treasury”) released proposed regulations (the “Proposed Regulations”) regarding the deduction for “foreign-derived intangible income” (“FDII”) under section 250 of the Internal Revenue Code.[1] Section 250 was enacted in 2017 as part of the tax reform act.[2] Very generally, section 250 provides domestic corporations with a reduced effective 13.125% tax rate on FDII, which is…

Tax Talks

“Passthrough Deduction” Regulations Finalized

By David S. Miller, Jo Habenicht, Amanda H. Nussbaum, Richard M. Corn, Michael Fernhoff, Mitchell Gaswirth, Martin T. Hamilton, Malcolm Hochenberg, Scott S. Jones, Mary B. Kuusisto, Arnold P. May, Jeremy Naylor, Alan Parnes, Jamiel E. Poindexter & Stuart Rosow

March 11, 2019

On January 18, 2019, the U.S. Department of Treasury (“Treasury”) and the Internal Revenue Service (the “IRS”) released final regulations (the “Final Regulations”) regarding the “passthrough deduction” for qualified trade or business income under section 199A of the Internal Revenue Code.[1] The Final Regulations modify proposed regulations (the “Proposed Regulations”) that were released in August 2018. The Final Regulations apply to tax years ending after February 8, 2019, but taxpayers may rely on the…

Tax Talks

Extension of FBAR Filing Deadline for Certain Filers

By Martine Seiden Agatston, Michael Fernhoff, Abraham Gutwein, David S. Miller & Amanda H. Nussbaum

February 11, 2019

On December 4, 2018, FinCEN issued Notice 2018-1, extending the filing deadline for the Report of Foreign Bank and Financial Accounts, FinCEN Form 114 (FBAR), for certain individuals with signature or other authority over (but no financial interest in) employer-owned foreign financial accounts to April 15, 2020. FinCEN has provided similar extensions over the previous six years.[1] This new extension applies to reporters with signatory authority during the 2018 calendar year and to…

Tax Talks

Proposed Rental Business Safe Harbor under Section 199A

By Richard M. Corn, David S. Miller, Stuart Rosow, Amanda H. Nussbaum, Michael Fernhoff, Timothy Donovan & Elizabeth Johnston Wytock

February 7, 2019

On January 18, the Internal Revenue Service (“IRS”) and the U.S. Department of the Treasury issued final regulations (the “Final Regulations”) on the “pass through” deduction under section 199A[1] of the Internal Revenue Code (the “Code”). Very generally, section 199A provides individuals with a deduction of up to 20% of income from a domestic “trade or business” operated as a sole proprietorship or through a partnership, S corporation, trust, or estate. The Final Regulations…

Tax Talks

Proposed Anti-Hybrid Regulations under Sections 267A, 245A, and 1503(d)

By David S. Miller, Martin T. Hamilton, Stuart Rosow, Amanda H. Nussbaum, Michael Fernhoff & Sean M. Webb

January 25, 2019

On December 20, 2018, the Internal Revenue Service (the “IRS”) and the Department of the Treasury (the “Treasury”) released proposed “anti-hybrid” regulations (the “Proposed Regulations”) under sections 267A, 245A(e), and 1503(d) of the Internal Revenue Code.[1] Sections 267A and 245A(e) were enacted in 2017 as part of the tax reform act.[2] Very generally, these sections deny U.S. tax deductions associated with a financial instrument, transaction, or entity that is treated differently…

Tax Talks

The Proposed BEAT Regulations

By David S. Miller, Stuart Rosow, Amanda H. Nussbaum, Martin T. Hamilton, Michael Fernhoff & Sean M. Webb

December 31, 2018

On December 13, 2018, the Internal Revenue Service (the “IRS”) and the Department of the Treasury (the “Treasury”) released proposed regulations (the “Proposed Regulations”) with respect to the “base erosion and anti-abuse tax” (the “BEAT”) under section 59A of the Internal Revenue Code.[1] The BEAT was enacted in 2017 as part of the tax reform act.[2] The BEAT is an additional tax that has the effect of a minimum tax on certain large…

Tax Talks

Digital Economy: Supreme Court Overturns Physical Presence Requirement for State Sales Tax

By Martin T. Hamilton, Richard M. Corn, Michael Fernhoff & Annie Kim

June 26, 2018

In a landmark decision changing course on decades of precedent, the United States Supreme Court decided on June 21, 2018 South Dakota v. Wayfair, Inc., et al. Justice Kennedy, writing for the Court’s 5-4 majority, expressly overruled the physical presence rule established over fifty years ago in Bellas Hess[1] and affirmed over twenty-five years ago in Quill,[2] which prohibited states from collecting sales tax from online vendors lacking an in-state physical presence. While…

Tax Talks

The Effects of the Tax Cuts and Jobs Act on Real Estate

By Michael Fernhoff, Timothy Donovan & Jo Habenicht

January 8, 2018

On Friday December 22, 2017, President Trump signed into law H.R.1, commonly referred to as the Tax Cuts and Jobs Act (TCJA). This is the most sweeping change to the U.S. federal income tax laws in over three decades, and it will have an effect on every U.S. taxpayer, including real estate investment trusts (REITs) and taxpayers engaged in the real estate business. The purpose of this blog is to focus on some of the…

Michael Fernhoff

IRS Answers Some, but Not All, Questions in Long-awaited Cryptocurrency Guidance

IRS answers some, but not all, questions in long-awaited cryptocurrency guidance

Proposed FDII Regulations under Section 250

“Passthrough Deduction” Regulations Finalized

Extension of FBAR Filing Deadline for Certain Filers

Proposed Rental Business Safe Harbor under Section 199A

Proposed Anti-Hybrid Regulations under Sections 267A, 245A, and 1503(d)

The Proposed BEAT Regulations

Digital Economy: Supreme Court Overturns Physical Presence Requirement for State Sales Tax

The Effects of the Tax Cuts and Jobs Act on Real Estate

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