Top Ten Regulatory and Tax Risk for Private Real Estate Funds
Private funds are subject to many regulatory and tax related risks. The unique characteristics of fund assets must be evaluated when assessing the various risk profiles and tax implications. Understanding these critical details for any fund manager considering a real estate strategy is paramount.
We take a closer look into three types of funds: “plain vanilla” real estate, QOZ Funds, and DSTs. We will address the primary pit falls such as faulty securities offers, the inadvertent ways to negate your DST tax status, joint ventures that mistakenly drag the fund into being an investment company, as well as other issues. Join a panel of legal and real estate subject matter experts as they share insights on what you need to consider when launching and operating a private real estate fund.
Daniel CullenPartner, Baker & McKenzie
Daniel Cullen has over 20 years of experience in tax planning for
structured real estate transactions and related securities law matters.
Mr. Cullen serves as a REIT columnist for the Journal of Passthrough
Entities and is viewed as a leading professional in the taxation of REITs
and related structures. Mr. Cullen received the Best Panel Award, for
the presentation “An In-Depth Look at DSTs” at the 2013 ADISA Annual
Conference. Mr. Cullen also serves as an adjunct professor at
Northwestern University School of Law and DePaul University College
of Law, teaching the Taxation of Structured Real Estate Transactions.
Mr. Cullen has experience in all aspects of tax planning for inbound
and outbound real estate projects, including real estate investment
funds, leveraged partnerships, joint ventures, Qualified Opportunity Zone Funds (QOZs) REITs and Section 1031 structures such as tenancy-in-common arrangements and Delaware Statutory Trust (DST) offerings. In addition, he handles tax matters related to lease financings of real estate, aircraft, railcars, school buses, cell towers and other telecommunications equipment, synthetic
lease structures and the related tax aspects of derivatives and financial products.
Darryl SteinhausePartner, DLA Piper LLP
Darryl Steinhause is a partner in DLA Piper’s Real Estate Capital Markets group.
Mr. Steinhause is an integral component of the real estate capital markets practice at DLA Piper. He is familiar with industry best practices and is well versed in the structuring and formation of a wide variety of real estate private equity funds, including those adopting a private REIT structure and the newly created Opportunity Zone Funds. A significant aspect of this representation involves the formation and structuring of sponsor ownership vehicles in a tax-efficient manner in order to maximize after-tax incentive payments to sponsors, their owners, and their employees.
With more than 35 years of experience in highly technical securities and tax transactions, Mr. Steinhause has structured securities offerings for a wide variety of significant clients across the country, acting as lead counsel on over 10 billion dollars of fund, debt, tenant in common (TIC), Delaware statutory trust (DST), real estate investment trust (REIT), Opportunity Zone Funds and other offerings. He has represented both sponsors and institutional investors in a variety of deal structures, including publicly registered transactions, private placements and institutional funds. His experience also includes structuring lending transactions and loan workouts for borrowers particularly involving TICs, REITs and DSTs.