Practice Areas

Practice Areas

Something not covered here? Would you like to know if Ratliff Law Firm handles another area of the law? Give us a call! We frequently cover areas of legal novelty. If we do not practice the area of law you need, we will always help you to find a qualified attorney in our area. This is just one more way that The Ratliff Law Firm takes care of its community and its clients' legal needs!

Estate Planning

Estate Planning If you have a well-drafted estate plan in place, you'll ensure that your estate passes to whom you want, when you want, and is carried out in the manner you've chosen. You can rest assured that your family won't have to endure the public process and costly matter of probate. The government won't be able to take what you've spent a lifetime building. But you need to be aware of the many options that exist in estate planning - and you must choose your estate planning attorney wisely. We offer a wealth of free information and free estate planning/living trust seminars for residents in and around the Southwest Virginia/Northeast Tennessee area. Schedule today! We want you to feel confident about the choices you make - let us be your guide on the path toward preserving your family's future. Our services meet any planning need. There is no estate too large or too small.

Probate/Trust Administration

Probate/Trust Administration If your family has experienced the loss of a family member, our law firm can assist you with the legal process that occurs when a loved one passes away. If your loved one had a Will or passed "intestate," the family will go through a process called probate. If your loved one had a Trust, the family will go through a process called trust administration. Either way, you must have competent and timely information to complete either process. Let our firm help you to ensure the proper administration of your loved one's estate.

Fiduciary Law

The Ratliff Law Firm is frequently called upon to pursue or defend trustees, executors, guardians, charitable organizations, educational institutions, banks, trust departments, partners, joint venturers, and the shareholders, officers and directors of corporations. We are regularly involved in the following types of fiduciary litigation:

  • will contests
  • probate and estate litigation
  • trust disputes
  • breach of fiduciary duty claims
  • federal and state tax disputes (income, estate and gift tax)
  • guardianship litigation
  • ERISA-based claims
  • personal and employee benefit trusts
  • corporate fiduciary duty claims
  • shareholder disputes
We counsel clients on preventing unnecessary costly fiduciary litigation and avoiding future claims. We also work with clients to resolve fiduciary disputes through mediation and arbitration where appropriate.

Retirement Planning

Retirement Planning Why is retirement protection needed? Taxes and Medicaid planning should be on the forefront. Other concerns are how the money is spent if you become mentally disabled and incapable of managing your financial affairs. Additionally, the smart retiree will want to protect the retirement income from creditors, judgments, and divorce. We can help you find the answers to protecting your retirement. Whether you are planning on retiring this year, next year or 10 years from now, successful retirement depends on you having a comprehensive retirement plan that addresses enhancing and protecting wealth. Call us today to schedule an appointment to discuss retirement protection.

Exit Planning

Everyone exits their business. It is up to you to decide how you leave and who will be in charge when you leave. Leaving in style means leaving your business to the successor you choose, for the price you want at a time you pick. An exit plan makes all that possible. The Ratliff Law Firm wants to establish a beneficial, trusting relationship with your business so that you can "leave in style." Schedule an appointment with our office for a free PowerPoint presentation on exit planning!
 

Retirement Plans

Retirement plans are a great way employers can attract, retain, and motivate their employees. These plans can also aid in the business’ overall tax efficiency when structured and administered properly. At the Ratliff Law Firm, we work with clients personally to design and execute specific retirement plans that fit their business’ needs. We know that some clients do better with a 401(k) plan, while others get more benefit from a traditional pension. We handle all types of plans from creation to termination, providing clients the tools they need for efficient administration and compliance with the law. Here is a sample of the services we offer for retirement plans:
  • Qualified plan design, including 401(k)s, pension plans, and cash balance plans
  • Compliance with all relevant law, including the tax code and ERISA
  • Qualified plan administration
  • Benefit issues in mergers and acquisitions •Representation before the IRS, DOL, PBGC, and any other government agency
  • Church plans and governmental plans

Executive Compensation

Executive compensation and nonqualified deferred compensation arrangements offer employers maximum flexibility in how they compensate high-level employees. However, these plans require the utmost precision and care in drafting and administration ever since Code § 409A was put into law. At the Ratliff Law Firm, we are experienced with all the relevant issues and potential pitfalls that accompany executive compensation, including Code §§ 409A, 457(f), and 3121(v)(2). We can help you design a custom plan for your business, even varying the plan by employee if desired. Contact us now for a consultation on these issues and more:
  • Nonqualified deferred compensation plan design and administration
  • Code § 409A exempt plans
  • Rabbi trust creation and administration
  • Crisis management of Code § 409A violations

Fiduciary Compliance

Every employer who creates a retirement plan or welfare benefits plan covered by ERISA is a fiduciary. This often overlooked and sometimes misrepresented fact has left many employers surprised by costly and damaging fiduciary claims and compliance issues. We can arm you with the knowledge and tools you need to stay compliant and fend off attacks on your business with up to date information on ever-changing fiduciary regulations and plans of action for all of your employee benefits plans. Limit your risk and gain peace of mind by consulting with the Ratliff Law Firm.

Health and Welfare Plans

Health and welfare benefits have been under increasing scrutiny from Congress and government regulators. With the current and coming changes under health care reform, the need for effective and reliable counsel on health and welfare plans has never been higher. At the Ratliff Law Firm, we understand the intricacies and challenges that health and welfare plans can bring to employers, and we design efficient, client-specific solutions to meet these challenges. Some of the services we offer for health and welfare plans include:
  • Plan design, including ERISA-exempt healthcare arrangements
  • Plan administration and audits
  • Compliance with all relevant law, including ERISA and the “alphabet soup” of government regulations
  • Counseling on health care reform

Corporate Law

The Ratliff Law Firm's reputation in the corporate and securities field derives from the broad based expertise and responsiveness of its attorneys. Our corporate and securities attorneys are business-oriented and focus on a practical approach to business law. The practice frequently involves a team approach, drawing from tax, real estate, antitrust, commercial, environmental, labor and other practice areas within the Firm as necessary or appropriate.

Exit Planning

Everyone exits their business. It is up to you to decide how you leave and who will be in charge when you leave. Leaving in style means leaving your business to the successor you choose, for the price you want at a time you pick. An exit plan makes all that possible. The Ratliff Law Firm wants to establish a beneficial, trusting relationship with your business so that you can "leave in style." Schedule an appointment with our office for a free PowerPoint presentation on exit planning!

Business Planning

The Ratliff Law Firm assists business clients of all types and sizes in achieving their business objectives in an efficient, practical and expedient manner. The Firm has extensive experience in the formation and operation of all forms of businesses, including limited liability companies, corporations, general and limited partnerships, and joint ventures, matters involving franchising, licensing and technology and changes in control, and negotiating and drafting basic business agreements such as shareholder agreements, buy-sell agreements, option agreements, employment and consulting contracts. Attorneys counsel businesses, business owners and managers on a wide range of business topics including:
  • the responsibilities and liabilities of officers and directors
  • corporate governance
  • employment matters
  • general contract law
  • capital structure issues
  • dissolutions and liquidations
  • ownership transfer matters
  • corporate and partnership reorganizations
  • corporate restructurings and recapitalizations
  • going private transactions
  • exchange offers

Mergers & Acquisitions

The Ratliff Law Firm, PLLC has extensive experience in the acquisitions, disposition and consolidation of businesses, including:
  • mergers
  • consolidations
  • leveraged buyouts
  • stock and asset purchases
  • sales and divestitures
  • defensive takeover measures
  • extraordinary corporate transactions
  • structuring, negotiating, drafting and consummating transaction involving the sale or combination of publicly and privately held companies

General Tax

Every day, taxpayers make important business and personal financial decisions that can affect their tax burden. At The Ratliff Law Firm, our primary goal is to ensure that our clients are well informed on the tax consequences of their decisions and are given the opportunity to consider alternate approaches aimed at reducing their tax burden. Call us for:
  • counseling on day-to-day tax planning and business decisions
  • advice on corporate acquisitions, mergers and divestitures
  • structuring your business to maximize tax advantage
  • business and tax planning for high net worth individuals/families

Corporate Tax

Our attorneys have experience working on complex corporate transactions for large and small businesses in a cross-section of industries. In addition to helping you plan tax-efficient corporate transactions, our attorneys can secure advance rulings from the corporate tax division of the IRS Chief Counsel's office. We have filed ruling requests and have substantial experience handling corporate tax disputes with the IRS, including at the examination, technical advice, and Appeals Office levels. We provide opinion letters on complex corporate transactions in lieu of, or as a supplement to, an IRS letter ruling. We apply the highest standard of care to the preparation of our opinion letters and have been are called upon to give a "second" opinion on a transaction involving complex or novel legal issues. Our corporate tax services include:
  • planning corporate acquisitions, mergers, divestitures, etc.
  • assisting in analyzing complex corporate tax questions
  • obtaining letter rulings from the IRS
  • providing opinion letters and second opinions on corporate transactions
  • representing clients in tax audits

International Tax

If you are a U.S. citizen with income or operations abroad, or a foreign person with income or operations in the U.S., you are confronted with an array of international tax issues. The Ratliff Law Firm's attorneys provide the full spectrum of tax services for our business and individual international tax clients, with a particular focus on:
  • structuring international transactions, operations and investments
  • maximizing/substantiating foreign tax credits
  • advising on withholding issues
  • resolving transfer pricing issues
  • interpreting US tax treaties
  • handling competent authority cases
  • negotiating advance pricing agreements
  • structuring/evaluating financial products

Partnership Tax

The Ratliff Law Firm attorneys are trained and experienced in utilizing partnerships to fashion tax efficient strategies. Consult us for the counseling and drafting of:
  • partnership agreements
  • limited liability company agreements
  • subchapter S corporation documents
  • purchase and sale documents
  • financing documents
  • compensation planning
  • tax analyses
  • requests for formal tax opinions
  • securities disclosure documents
  • specific entities (e.g. REITs and REMICs)

Tax Controversies

Clients call upon The Ratliff Law Firm for our broad knowledge of the tax controversy process and our relationships with the IRS and foreign tax authorities. Dealing with the IRS at all levels is an integral part of The Ratliff Law Firm's domestic and international tax practice. We handle IRS examinations at the revenue agent level, either directly or behind the scenes as an adjunct to our client's tax compliance department. We also take charge of an IRS examination at the IRS Appeals Office level, preparing a comprehensive written protest and negotiating with the Appeals Officer. We also assist clients in dealing with ancillary issues relating to a tax dispute, such as financial statement disclosure, tax reserve provisions, and tax return treatment of disputed issues going forward. Through it all, we maintain high professional standards and draw upon our excellent reputation at the IRS, all of which insures the benefit of our clients. We can also assist you when you or your company are concerned about a potential criminal investigation, if someone has threatened to report you to the IRS, if you or an employee has received a summons or subpoena, or if you have been contacted by IRS agents. Call us when:
  • You are apprised of the commencement of an examination so that we can advise you on logistics, day-to-day dealings with IRS agents, and handling of sensitive issues.
  • You need behind-the-scenes assistance with monitoring the examination, providing procedural guidance to your compliance people, and written product responding to legal and sensitive factual questions.
  • You need a skilled representative to deal directly with the agents and to control the examination.
  • You anticipate receiving or receive a Notice of Proposed Deficiency ("30-Day Letter), and wish to take the case to the IRS Appeals Office.
  • You are planning a transaction that requires a ruling from the IRS National Office or are in the midst of an IRS examination that requires Technical Advice from the IRS National Office.
  • You need favorable IRS or Treasury action in the form of an administrative announcement, revenue ruling, or Treasury Regulation.
  • You would like to pursue the IRS mediation procedure.
  • You need Competent Authority assistance.
  • You have an international tax controversy.

Estate Tax, Gift Tax, and Generation Skipping Transfer Tax

Going hand in hand with our Estate Planning practice, our attorneys deal with transfer tax issues (Estate, Gift, and Generation Skipping Transfer) on a daily basis. Our attorneys are licensed in Tennessee, which imposes an inheritance tax and which is one of only a few states with a state gift tax. As a result we are familiar with both state and federal transfer tax issues, and the interplay between federal and state taxes. We can help you plan to transfer assets to younger generations in a tax efficient manner. We can provide legal advice on these issues, and typically do that in the following formats:
  • sophisticated estate planning
  • gifting programs
  • business succession planning
  • family limited partnerships and LLCs
  • dynasty trusts
  • charitable lead trusts, charitable remainder trusts or other tax-favored means

Tax Crimes

If you or your company are concerned about a potential criminal investigation, if someone has threatened to report you to the IRS, if you or an employee has received a summons or subpoena, or if you have been contacted by IRS Agents, call on us to:
  • represent you in a criminal investigation
  • advise you on voluntary disclosures

Exempt Organizations

The rules governing creation, operation, and dissolution of exempt organizations are technical and careful compliance with these rules is a necessity. If you are an established exempt organization or are thinking of seeking tax-exempt status for your entity, The Ratliff Firm has the experience you need to accomplish your goals. We provide services in the following areas for our clients:
  • establishing or restructuring an exempt organization
  • complying with restrictions on your ability to lobby
  • managing business activities and UBIT liability
  • facing an IRS audit
  • complying with private foundation rules
  • raising revenue and diversifying services through joint ventures with businesses and nonprofits
  • monitoring legislative and regulatory developments and advancing a legislative or regulatory strategy

PPACA / Obamacare

PPACA, otherwise known by many names, including the Patient Protection and Affordable Care Act, Health Care Reform, Obamacare, or sometimes ACA, was enacted on March 23, 2010. The law is quite broad, affecting insurance companies, hospitals, individuals, and employers. Many of the law’s sections have different effective dates. Many employers face new compliance responsibilities as this law continues to be implemented. The Ratliff Law Firm is prepared to advise clients on this complex and constantly changing law.

How will PPACA affect you?

PPACA, otherwise known by many names, including the Patient Protection and Affordable Care Act, Health Care Reform, Obamacare, or sometimes ACA, was enacted on March 23, 2010. The law is quite broad, affecting insurance companies, hospitals, individuals, and employers. Among other significant changes, PPACA imposes taxes on applicable large employers for either not offering coverage under a health plan or not offering compliant coverage under a health plan, as well as taxing individuals without sufficient health insurance. These penalties are wide-ranging and noncompliance would be financially crippling to an employer, as well as a significant blow to an individual. Please consider the issues below and if they are of concern to you, ask your tax professional how you can get help.
  • Individual Mandate – do you have minimum essential coverage?
  • IRC Controlled Group calculations – Are you an applicable large employer?
  • Nondiscrimination consulting under FLSA §18A
  • Auto-enrollment advising for applicable employers
  • Advising on document production and record-keeping, e.g. 1512 Notices, Summary of Benefits and Coverage
  • Do you have a plan document and summary plan descriptions?
  • Minimum value and 9.5% affordability safe-harbor calculation
  • Time Periods – assistance calculating measurement, stability, administrative periods.
  • Waivers from employees who decline coverage
  • Appeal penalties imposed when employees receive§36B subsidies
  • Filing Form 1094 and Form 1095, if applicable