Tax Delaware Expertise


From the largest multinational companies to closely held businesses, nonprofit organizations, and individuals, Richards Layton provides skilled advice on maximizing the advantages and minimizing the impact of federal, state, and local tax statutes. Our special emphasis is on the tax implications of Delaware law, including matters of Delaware income, franchise, utility, property, gross receipts, and realty transfer taxation, as well as unclaimed property/escheat. Given our familiarity with state tax personnel and policies, we can often quickly secure approval on the tax aspects of time-sensitive transactions.

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Authoritative Transactional Opinions

We thoroughly understand the tax implications of commercial transactions carried out under Delaware limited liability company agreements, statutory trust agreements, limited partnership agreements, and other agreements governing alternative entities. Our lawyers regularly provide corporate clients and their counsel with authoritative opinions on transactions structured under Delaware law, and what the rights and responsibilities of each party will be.

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Business Tax Planning

Choosing the right business entity form to minimize taxes is one the foundations of business tax planning. Richards Layton tax lawyers help many clients evaluate whether a C corporation, S corporation, limited liability company, partnership or some other vehicle is the best way to meet growth and financing needs while also maximizing tax advantages, and we can then create the appropriate management and organizational structure.

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Employee Benefits Planning

Private and public sector employers need to ensure that the tax-qualified pension, employee benefit and profit-sharing plans they implement are properly documented and in full compliance with all IRS and Department of Labor regulations. We take a comprehensive approach that encompasses the financial, tax, administrative and fiduciary responsibility issues that are central to effective compensation and benefit programs, and their integration with specific employment policies and practices. And we make sure that plans remain in full compliance with laws such as COBRA and ERISA.

Unclaimed Property/Escheat

Richards Layton represents a substantial number of clients before both the Delaware Department of Finance and the Office of the Secretary of State of the State of Delaware in connection with matters related to unclaimed property/escheat. As a result of the United States Supreme Court decisions in Texas v. New Jersey and Delaware v. New York, Delaware is a significant jurisdiction with respect to unclaimed property. Richards Layton is a recognized leader with respect to representation of corporate clients in unclaimed property audits, dispute resolution, and participation in the Delaware unclaimed property voluntary disclosure program.

Tax-Exempt Organizations

Tax-exempt and nonprofit organizations vary greatly in terms of size and focus, and Richards Layton is well qualified to address the tax and governance needs of a full range of these clients. We regularly advise such entities as:

  • Major hospital systems
  • Private foundations
  • Colleges, universities, and other educational organizations
  • Museums and other arts and cultural organizations
  • Environmental and other public policy advocacy groups
  • Other public charities

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Personal Tax Planning

Richards Layton has unsurpassed knowledge of Delaware trust law and frequently helps clients decide whether a Delaware Asset Protection Trust, a Delaware Dynasty Trust or some other trust structure is the best estate and wealth planning option to maximize tax advantages. As Delaware allows trusts to continue in perpetuity, many high-wealth individuals seek our help to establish these trust arrangements in the state.

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