Jeffrey H. Paravano

Partner

Washington, D.C.
T +1.202.861.1770
F +1.202.861.1783

"'[Jeff] is a super impressive guy,' say peers, while clients applaud his 'measured, thoughtful and balanced approach.'"

— Chambers USA 2012

Overview

Jeff Paravano has a broad-based tax practice involving tax controversy and tax litigation; corporate, partnership and venture capital transactions; and domestic and cross-border tax planning. He also represents clients' interests before enforcement officials, federal policymakers and on Capitol Hill. Jeff also serves as managing partner of BakerHostetler's Washington, D.C., office, and previously served as chair of the firm's Tax Group, which is among the largest law firm tax practices in the United States. Before returning to the firm in 2003, Jeff served as senior advisor to the assistant secretary, Tax Policy, at the United States Department of the Treasury. While at the Treasury, Jeff was responsible for providing advice on a wide range of tax policy and technical issues, including tax legislation and corporate, partnership, REIT and financial sector tax guidance. He also was one of the primary authors of the final tax shelter regulations and is author of the Tax Management Portfolio on Tax Shelters, T.M. 798.

Jeff has assumed numerous positions of service in academia and to the legal profession. He is a fellow of the American College of Tax Counsel and a member of the American Bar Association, Section of Taxation, where he has served in various capacities, including as chair of the Affiliated and Related Corporations Committee and chair of the Committee on Government Submissions. He has been an adjunct professor in the LL.M. tax programs at Georgetown University Law Center and Case Western Reserve University School of Law, and has served on the editorial advisory boards of various tax publications. Jeff has written and lectured extensively on tax topics and has chaired numerous tax programs, panels and task forces. He is routinely among those named in Chambers USA: America's Leading Lawyers for Business, Best Lawyers in America, Who's Who Legal and "Super Lawyers," and was a past president of the Tax Club and editor-in-chief of The Tax Lawyer.

Select Experience

Tax Controversy and Tax Litigation 
  • Performs a significant amount of large-case controversy work involving both domestic and international tax issues. Has represented numerous clients under audit; at IRS appeals; and in Tax Court, refund and appellate litigation. Was a member of the team that represented a multinational oil company in the United States Tax Court, where more than $1.3 billion in tax and interest was at stake with respect to a Section 482 transfer pricing issue alone. 
  • Has assisted, at the audit stage, clients facing several hundred significant issues affecting numerous related corporations located in taxing jurisdictions around the globe. Advises with respect to the merits of particular items and the interrelation of domestic and international tax issues.
Transactional Tax Advice
  • Assists clients with structuring, negotiating, and documenting corporate, partnership, and limited liability company formation, as well as merger, acquisition, joint venture, financial, and disposition transactions – including spin-off transactions, asset sales, stock sales and Section 338(h)(10) transactions – working closely with clients, investment bankers and the IRS national office, as necessary, and adhering to aggressive timetables in order to maximize client business opportunities.
  • Has obtained numerous private letter rulings and authored numerous tax opinions covering transactional tax issues. 
Tax Shelter Compliance and IRS Promoter Audits
  • Provides independent advice to tax directors and board committees with respect to tax minimization strategies proposed by others or developed in-house.
  • Assists multinational corporations with shelter regulation compliance, and provides advice to professional service organizations regarding promoter audits. Advised a national accounting firm regarding the strengths and risks associated with certain tax minimization strategies. 
International Tax Advice
  • Assists clients with multifaceted international matters, including structuring inbound and outbound business and real estate investments; handling cross-border mergers, dispositions and joint ventures; reorganizing and restructuring multinational corporate groups; creating centralized cash management centers; handling international controversies before the IRS and in the courts; and devising specialized planning involving transfer pricing, foreign entity classification, foreign tax credits, refreshing expiring NOLs, foreign currency transactions, profit repatriations and tax treaty issues.
REIT Tax Issues
  • Has advised a number of publicly traded real estate investment trusts (REITs) and a number of private REITs on an ongoing basis with respect to various issues, including going public, secondary offerings of debt and equity (including use of private REIT structures to raise nearly $1 billion of capital from non-U.S. equity markets), tax compliance and private letter ruling requests, mergers with public REITs, private REITs and non-REITs, UPREIT structures, DownREIT transactions, and structuring and negotiating joint ventures and limited liability company agreements with developers, pension funds, venture capital funds and other non-REITs.
More »

Experience

Tax Controversy and Tax Litigation
  • Performs a significant amount of large-case controversy work involving both domestic and international tax issues. Has represented numerous clients under audit; at IRS appeals; and in Tax Court, refund and appellate litigation. Was a member of the team that represented a multinational oil company in the United States Tax Court, where more than $1.3 billion in tax and interest was at stake with respect to a Section 482 transfer pricing issue alone. 
  • Has assisted, at the audit stage, clients facing several hundred significant issues affecting numerous related corporations located in taxing jurisdictions around the globe. Advises with respect to the merits of particular items and the interrelation of domestic and international tax issues.
  • Has assisted clients with shortening the examination process by focusing attention on significant issues and resolving issues not warranting litigation; evaluating which adjustments made by teams of IRS agents should be protested to the IRS Office of Appeals; preparing written protests and administrative settlement agreements; obtaining abatement of various types of penalties; obtaining private letter rulings, closing agreements and other forms of IRS national office and field advice; selecting and preparing witnesses and reputable, effective experts; providing advice in disputes over IRS demands for documents and information, including challenges to and defenses against administrative summonses; arguing against the validity of regulations; considering the appropriateness of filing amicus briefs; and selecting and litigating various test cases.
  • Serves on the BakerHostetler team of court-appointed counsel to the SIPA Trustee for the liquidation of Bernard L. Madoff Investment Securities LLC (BLMIS), working on the $326 million settlement with the IRS in which it was determined that BLMIS falsely debited the accounts of 145 foreign account holders for alleged U.S. federal income tax withholding and paid to the IRS such withheld amounts related to alleged dividends.
  • Serves as a member of the team representing 26 states that challenged the constitutionality of Medicare revisions under the Patient Protection and Affordable Care Act, which mandated that individuals purchase health insurance from private companies or pay a penalty.
Transactional Tax Advice
  • Assists clients with structuring, negotiating, and documenting corporate, partnership, and limited liability company formation, as well as merger, acquisition, joint venture, financial, and disposition transactions – including spin-off transactions, asset sales, stock sales and Section 338(h)(10) transactions – working closely with clients, investment bankers and the IRS national office, as necessary, and adhering to aggressive timetables in order to maximize client business opportunities.
  • Has obtained numerous private letter rulings and authored numerous tax opinions covering transactional tax issues. 
  • Assists clients experiencing financial difficulties by developing realistic plans and alternative proposals for restructuring debt and equity, and advises lender and borrower clients in connection with workouts and other capital restructurings. 
Tax Shelter Compliance and IRS Promoter Audits
  • Provides independent advice to tax directors and board committees with respect to tax minimization strategies proposed by others or developed in-house.
  • Assists multinational corporations with shelter regulation compliance, and provides advice to professional service organizations regarding promoter audits. Advised a national accounting firm regarding the strengths and risks associated with certain tax minimization strategies. 
  • Advised a global investment banking firm in connection with the development of procedures and internal controls with respect to tax minimization strategies and transactions affecting book income.
  • While at the Treasury, worked with IRS officials regarding the development of the first three global settlement initiatives for listed transactions.
International Tax Advice
  • Assists clients with multifaceted international matters, including structuring inbound and outbound business and real estate investments; handling cross-border mergers, dispositions and joint ventures; reorganizing and restructuring multinational corporate groups; creating centralized cash management centers; handling international controversies before the IRS and in the courts; and devising specialized planning involving transfer pricing, foreign entity classification, foreign tax credits, refreshing expiring NOLs, foreign currency transactions, profit repatriations and tax treaty issues.
REIT Tax Issues
  • Has advised a number of publicly traded real estate investment trusts (REITs) and a number of private REITs on an ongoing basis with respect to various issues, including going public, secondary offerings of debt and equity (including use of private REIT structures to raise nearly $1 billion of capital from non-U.S. equity markets), tax compliance and private letter ruling requests, mergers with public REITs, private REITs and non-REITs, UPREIT structures, DownREIT transactions, and structuring and negotiating joint ventures and limited liability company agreements with developers, pension funds, venture capital funds and other non-REITs.
  • Acted as tax counsel to the Special Committee of the board of directors of a publicly traded REIT charged with evaluating merger, management buyout and other bids in connection with the auction of the REIT, and as special tax counsel for a number of REITs seeking closing agreements from the IRS regarding REIT qualification issues.
  • Worked extensively with NAREIT and the Real Estate Round Table with respect to legislative and tax policy issues.

Recognitions and Memberships

Recognitions

  • Chambers USA: Tax in the District of Columbia (2010 to 2017)
  • The Legal 500 United States (2015)
    • Recommended in Tax - Domestic tax
  • Who's Who Legal: Corporate Tax—Lawyers
  • The Best Lawyers in America© (2005 to 2017)
    • Washington, D.C.: Litigation & Controversy - Tax
    • Washington, D.C.: Tax Law
  • Washington, D.C. "Super Lawyer" in Tax (2005 to 2017)
  • Martindale-Hubbell: AV Preeminent

News

News

Press Releases

Community

  • Georgetown Preparatory School: Board of Trustees
  • D.C. Advisory Board of Contemplative Leaders in Action
  • Loyola Club of Washington: Founding President, Steering Committee Coordinator
  • Tannenwald Foundation for Excellence in Tax Scholarship: Board of Directors
  • The John Carroll Society (Archdiocese of Washington): Board of Governors
  • Catholic Business Network of Washington D.C.: Board of Directors, Scholarship and Grant Fund Foundation
  • John Carroll University: Board of Regents

Pro Bono

  • Advises non-filers and persons owning interests in offshore accounts with respect to IRS amnesty regarding criminal charges, waiver of penalties for reasonable cause and other matters.
  • Founded BakerHostetler's Washington Office Cristo Rey program, which provides high-quality college-preparatory education to underprivileged children.
  • Assists with many other firm community outreach programs and efforts.

Prior Positions

  • United States Department of Treasury: Senior Advisor to the Assistant Secretary, Tax Policy (March 2001 to July 2003)
  • BakerHostetler Tax Group: Chair (January 2004 to December 2009)
  • Georgetown University Law Center LL.M tax program: Adjunct professor
  • Case Western Reserve University School of Law LL.M tax program: Adjunct professor

Admissions

  • U.S. Court of Appeals, Federal Circuit
  • U.S. Court of Appeals, Sixth Circuit
  • U.S. Court of Appeals, District of Columbia Circuit
  • U.S. Court of Appeals, Fourth Circuit
  • U.S. Tax Court
  • U.S. Court of Appeals, Fifth Circuit
  • U.S. Court of Appeals, Ninth Circuit
  • U.S. Court of Federal Claims
  • U.S. Court of Appeals, Seventh Circuit
  • U.S. Court of Appeals, Third Circuit
  • U.S. Court of Appeals, Eleventh Circuit
  • U.S. District Court, District of Columbia
  • U.S. Court of Appeals, Tenth Circuit
  • U.S. Supreme Court
  • U.S. District Court, Northern District of Ohio
  • Ohio, 1991
  • District of Columbia, 1992
  • Connecticut, 1993
  • Maryland, 1993
  • New York, 1993
  • Colorado, 1992

Education

  • LL.M., Georgetown University Law Center, 1993, with distinction
  • J.D., Georgetown University Law Center, 1991, magna cum laude 
  • B.S.B.A., John Carroll University, 1988, cum laude