Professional Background

Experience:

Biography:

William D. Elliott represents businesses and their owners. Using innovative billing arrangements, Mr. Elliott believes that the business owner should be able to retain a lawyer on a fee basis that makes legal fees affordable and predictable, and creates an incentive for the lawyer to be efficient and attain the client goals on time and on budget. Finally, Mr. Elliott wants a fee arrangement that invites the client to seek legal counseling and consultation.

As an experienced tax lawyer, Mr. Elliott understands that taxes form a material part of most business decisions. Yet, the real world reality is that the business owner wants and needs legal expertise spanning a wider array of needs than just taxation. Therefore, Mr. Elliott’s twin board specializations of Taxation and Estate Planning & Probate equip Mr. Elliott to handle the business owner’s individual, family and business legal needs.

Tax Practice:

Mr. Elliott’s tax experience is extensive. Representing taxpayers with disagreements with the IRS is a material part of his tax work. Also, his experience includes the full array of business transactions, such as the purchase and sale of business, reorganizations, management succession, buy-sell agreements, and other important milestones in the life of a business of which tax issues form a material part.

Estate Planning:

Mr. Elliott’s estate planning experience is also extensive, including complex, large net worth clients, multi-generational estate planning, and private and public non-profit organizations. Of importance, Mr. Elliott believes a client is best served by his estate planning work coordinated with the business legal representation.

Board Specialization:

Tax Law, Texas Board of Legal Specialization
Estate Planning & Probate, Texas Board of Legal Specialization

Practice Areas:

Representing Businesses and Owners
Taxation
Estate Planning
Business Transactions
IRS Controversies

Education:

New York University School of Law, May 1974 – LLM (in Taxation)
Southern Methodist University School of Law, May 1973 – JD
Southeastern State College, Durant, OK, May 1970 – B.S. in Economics

Honors, Awards, and Distinctions:

Fellow, American College of Tax Counsel
Former Chair of the Board, State Bar of Texas, 2005
Former Chair, Section of Taxation, State Bar of Texas, 1995
Stanley Scott Award, Dallas Chapter of CPAs, 2010
Dan Price Award, Texas Bar Foundation, 2008
Former President, SMU Law School Alumni Association
Supreme Court appearance, United States v. Rodgers, 461 U.S. 677 (1983)
Life Fellow, Texas Bar Foundation
College of State Bar (1989-present)
Outstanding Texas Tax Lawyer 2017, Section of Taxation, State Bar of Texas.

Public Service:

Former Board Member, North Texas Tollroad Authority (appointed by Governor Perry (2012-2018)
Former Chair, Farmer’s Market Tax Increment Finance District, City of Dallas.
Former Board Member, Trinity River Authority (1989-1995)(appointed by Governor Clements)
Former Member, State of Texas Depository Board (1978-1982)(appointed by Governor Clements)
Leadership Dallas (1982)

Representative Transactions

Business:
Advise on acquisition of private aircraft with emphasis on minimizing state and local taxation on acquisition and operation of aircraft

Sports Business
Advise professional athlete on strategies in structuring business entity to minimize state and location taxation

Technology:
Advise internet services company from start-up through sale, including particular attention to entity formation, sweat equity to key employees, and sale of company to Silicon Valley purchaser, including negotiation and documenting acquisition transaction and various restrictive covenants and employment agreements

Executive Compensation:
Represent CEO candidate in hiring negotiations for large company, including negotiation and drafting of employment agreement, equity based compensation, and various restrictive covenants

Technology:
Advise telecommunications company on national state and local tax implications of business formation and selection of location venue, including in-depth analysis and strategies on taxation of telecommunications and internet-based services by various state and municipal governments

Tax Controversy:
Represent investors in large, hotly contested tax motivated investment (commonly know as a tax shelter) before the IRS

Food Services:
Represent restaurant company as consulting general counsel with respect to various corporate and business issues, including expansion of restaurant locations, planning to minimize state franchise tax; organizing ownership of intellectual property incident to operation of business; advise on buy-out of minority partners

Tax Controversy:
Represent taxpayer in seeking claim for refund and in subsequent litigation to obtain refund of penalties imposed by IRS in tax motivated investment

Estate Planning:
Represent large, multi-generational agricultural based business family in an in-depth estate plan, including long-term dynasty trusts, family partnerships, private foundation and valuation issues

Criminal Tax:
Served as tax counsel in advising taxpayers involved in allegations of failure to file returns and report income

Tax Controversy:
Represent financial institution in challenges by IRS for failure of financial institution to comply with IRS levy

Executive Compensation:
Advise top executives of financial institutions on issues involving tax and creditors’ rights issues involved in various funding and unfunded deferred compensation arrangements

Corporate Merger and Sale:
Advised controlling group of community bank on strategies to prepare for sale of bank and formation of ESOP

Estate Planning:
Advised multi-generation ranching family on estate planning issues arising from extensive holdings of ranch land through western U.S.

Corporate Asset Purchase:
Represented manufacturing and technical services company on purchase of key technology and manufacturing processes for aviation industry, including negotiation and documenting of purchase and sale transaction, restrictive covenants

Corporate:
Acted as consulting general counsel in advising technology company on forming and operating a large scale direct sales organization

Corporate:
Represented estate of owner and operator of motels, with particular attention given to preparation and planning for estate tax return, negotiation of various creditors’ claims, including secured lenders

Probate:
Represented estate of CEO of financial institution dying intestate

International Tax:
Advised US resident in international business on international tax issues arising from retirement from employment, including issues of foreign withholding, drafting deferred compensation and severance arrangements

Corporation Merger and Sale:
Represented and advised owner of wholesale building products on sale of company, including issues involving (1) uncooperative spouse of owner, (2) utilizing Chapter 11 proceeding to gain approval of sale, and (3) secured lenders

Tax Controversy:
Represented and advised publicly held US based technology company on issues arising from aggravated IRS audit examination, including IRS summons

Tax Controversy:
Represented widow in IRS litigation involving widow’s separate property rights

Publications

Books

Federal Tax Collections, Liens and Levies, Warren Gorham & Lamont, New York, New York (2d. ed. 2019)
Texas Taxes Annotated, West Pub. Co. (2019) (co-authored with Scott Morris)

Recent Published Articles

2020

Authored, "Reassessing Responding to a Federal Tax Levy from the Viewpoint of the Employer, Bank or Custodian of Taxpayer's Property- Part 1: Salary and Wages", CCH Taxes March 2020.
Authored, "Writing Federal Tax Opinions with Style and Verve: First There was Judge Irving L. Goldberg", CCH Taxes, Feb. 2020.
Authored, "Reassessing Responding to a Federal Tax Levy from the Viewpoint of the Employer, Bank or Custodian of Taxpayer's Property: Part 1", CCH Taxes Jan. 2020.

2019

Authored, "Tax Practice and the Attorney-Client Privilege", CCH Taxes, Nov. 2019.
Authored, "Judicial Tax Collection Part 4: Property and Interests Affected by Lien Foreclosure Suits" (with Caleb Smith), CCH Taxes, Sept. 2019.
Authored, "Judicial Tax Collection: Part 3," (with Caleb Smith), CCH Taxes, July 2019.
Authored, "Judicial Tax Collection," (with Caleb Smith), Journal of Practice & Procedure, June-July 2019.
Authored, "Bad Cases Make Bad Law - Orr", CCH Taxes, March 2019.
Authored, “Judicial Tax Collection, Part 2” CCH Taxes, May 2019
Authored, "Judicial Tax Collection - Part 1", CCH Taxes, January 2019.

2018

Authored, "The Re-Do-Part 3: Reformation," CCH Taxes, November 2018
Authored, "The Re-Do-Part 1: Recission", CCH Taxes, Sept. 2018
Authored, "The Re-Do-Part 1: Backdating", CCH Taxes, July 2018
Authored, "What's on the Mind of the Taxpayer Advocate", CCH Taxes, May 2018
Authored, "The New Tax Collection Weapon-Passport Denial or Revocation-Part 2", CCH Taxes, March 2018
Authored, "The New Tax Collection Weapon-Passport Denial or Revocation-Part 1", CCH Taxes, January 2018

2017

Authored, "Refund Offsets—Part 5: Community Property Issues, CCH Taxes, November 2017"
Authored, "Refund Offsets—Part 4: Common Law Doctrines, CCH Taxes, September 2017"
Authored, "Refund Offsets—Part 3, CCH Taxes, July 2017"
Authored, "Refund Offsets—Part 2, CCH Taxes, May 2017"
Authored, "Refund Offsets—Part 1 , CCH Taxes, March 2017"
Authored, "The Notice of Tax Lien: The Devil is in the Details, CCH Taxes, January 2017"

2016

Authored, "Tax Collection: Issues and Problems, CCH Taxes, November 2016"
Authored, "Estate and Gift Tax Liens: Selected Problems and Issues, CCH Taxes, September 2016"
Authored, "Fiduciary and Transferee Liability Arising from Delinquent Estate or Gift Taxes: Part 3, CCH Taxes, July 2016"
Authored, "Fiduciary and Transferee Liability Arising from Delinquent Estate or Gift Taxes: Part 2, CCH Taxes, May 2016"
Authored, "Fiduciary and Transferee Liability Arising from Delinquent Estate or Gift Taxes: Part 1, CCH Taxes, March 2016"
Authored, "Chevron Deference, CCH Taxes, January 2016"
Authored, "Fifth Circuit Review: Federal Taxation, Texas Tech Law Review, Spring 2016, 2015, 2014, 2013, 2012, 2011, 2010 and 2009"

2015

2014

Authored, “Unrecorded Conveyances and Federal Tax Liens” CCH Taxes November 2014"
Authored, “Notable Developments Affecting Tax Practice” CCH Taxes September 2014"
Authored, “Judge Irving L. Goldberg and the Federal Tax Law” Texas Tech Law Review Vol. 46, 849 (2014)"
Authored, “Fifth Circuit 2014 Review: Federal Taxation” Texas Tech Law Review, Vol. 46 (2014)"
Authored, “Tax Practice Concepts: Privacy” July 2014"
Authored, "Miscellaneous Topics Concerning Code Sec. 6324(a)(2) Transferee Liability, Payment vs. Deposits and Reasonable Reliance on Professionals to Avoid Penalties, CCH Taxes, March 2014"
Authored, “Selected Issues from the 2013 National Taxpayer Advocate Report” CCH Taxes May; 2014 and reprinted in CCH Journal of Tax Practice & Procedure April-May 2014"
Authored, “Tax Collection Against Independent Contractors” CCH Taxes January 2014"

2013

Authored, “IRS as Claimant of Estate” CCH Taxes November 2013"
Authored, “Just Say No: Criminal Issues Arising in Tax Collection” CCH Taxes September 2013 and reprinted in CCH Journal of Tax Practice & Procedure Oct-Nov 2013"
Authored, “Fifth Circuit 2013 Review: Federal Taxation” Texas Tech Law Review, Vol. 45 (2013)"
Authored, “IRS Foreclosure Power: Rodgers 30 Years Later” CCH Taxes July 2013"
Authored, “Advising Clients Who Claim They Employ Independent Contractors” CCH Taxes May 2013"
Authored, “Case Study: Boardwalk Motor Sports, Ltd.; Car Dealer, Bank, the IRS and a Ferrari” CCH Taxes March 2013"
Authored, “The Risks of Owning Property with a Delinquent Taxpayer” CCH Taxes January 2013"

2012

Authored, "Successfully Obtaining a Judgment Against a Delinquent Taxpayer, CCH Taxes, November 2012"
Authored, "CCH Taxes November 2012"
Authored, “Potpourri of Tax Practice Issues” CCH Taxes September 2012"
Authored, “Fifth Circuit 2012 Review: Federal Taxation” Texas Tech Law Review, Vol. 44 (2012)"
Authored, “The Troublesome Transferee Liability” CCH Taxes July 2012"
Authored, “IRS Setoff Rights: Resurrecting Time-Barred Tax Liabilities” CCH Taxes May 2012"
Authored, “The OPR Investigation,” CCH Taxes January 2012"
Authored, “Naked Assessments,” CCH Taxes January 2012"

2011

Authored, “Taxpayer Advocate Report 2011 (sic 2010) Highlight Reel,” CCH Taxes November 2011"
Authored, “Heightened Awareness of Innocent Spouse Claims,” CCH Taxes September 2011"
Authored, “The Math or Clerical Error Exception,” CCH Taxes July 2011"
Authored, “Coping with a Nominee Lien,” CCH Taxes May 2011."
Authored, “IRS Collection in the Current Recession,” CCH Taxes March 2011"
Authored, “Reopening the Door: Disputing Tax Liability in a Collection Due Process Case,” CCH Taxes January 2011"

2010

Authored, “Conflicts of Interest in Tax Practice,” CCH Taxes November 2010"
Authored, “IRS Collection Against Trusts: Trust Language Matters,” CCH Taxes September"
Authored, “Assessment Irregularities,” CCH Taxes July 2010 and reprinted in CCH Tax Practice and Procedure September 2010"
Authored, “Loaning Money to a Delinquent Taxpayer,” 24 J. Taxation and Regulation of Financial Institutions, No. 1, Sept/Oct. 2010"
Authored, “Responding to a Federal Tax Levy: What Should a Financial Institution Do?,” 23 J. Taxation and Regulation of FinancialInstitutions, No. 6, July/August 2010"
Authored, “National Taxpayer Advocate’s 2009 Report to Congress: Important Information for the Tax Practitioner,” CCH Taxes, May 2010"
Authored, “Fifth Circuit Survey: Federal Taxation,” 42 Texas Tech L. Rev. No. 3 (Spring 2010)"
Authored, “Divorcing Delinquent Taxpayers: Unrecorded and Thus Unrequited,” CCH Taxes, March 2010"
Authored, “Ethics and Liability Issues of Multiparty Representation in Tax Practice,” CCH Taxes January 2010"

2009

December 2009 (with Dan Baucum), and State Bar of Texas CLE Webcast, October 2009 (with George Coleman), and Grayson County, Texas Bar Association, July 2009
Authored, “Substitutes for Return,” CCH Taxes, November 2009"
Authored, “Levies on Fixed and Determinable Income or Property,” CCH Taxes October 2009"
Authored, “Purchasing Property from a Delinquent Taxpayer,” CCH Taxes, September 2009"
Ethics & Liability of Multi-Party Representation, TexasBarCLE webcast, with George Coleman, Sept. 27, 2009, with paper.
Forming Professional Services Firm, with Dan Baucum, State Bar of Texas Advanced Tax Institute August 2009 and State Bar of Texas Annual Meeting June 2009
Purchasing Property From a Delinquent Taxpayer, September 2009 Taxes Magazine, Vol. 87, No. 8
Authored, “Fifth Circuit Survey: Federal Taxation,” 41 Texas Tech L. Rev. No. 3 (Spring 2009)"
Authored, “Ethics and Risks in Multi-Party Representation,” CCH Taxes January 2009"
Contributing author, Low Income Taxpayers Handbook (American Bar Association, 2009)
Texas Tax Legends Project

In 2009, Elliott started the Texas Tax Legends Project with the sponsorship of the State Bar of Texas Tax Section. The project involves a filmed interview of leading tax lawyers in Texas and elsewhere about their careers.

2008

Chaired the 2008 Dallas Chapter of CPAs, Annual Free CPE Day, May 2008.

2007

Chaired and moderated webcast on “Texas Margin Tax” State Bar of Texas, August 2007.
Chaired panel discussion on “Facade and Easements Donations to Charity” to the American Bar Association, Section of Taxation, Real Estate Tax Committee, Ft. Lauderdale, FL, January 2007.

2006

Co-authored and presented paper on “Estate Planning for Real Estate Owners” to the New York University School of Law Federal Tax Institute, San Diego, California November 2006.
Chaired panel discussion, “Estate Planning for Real Estate Owners” to the American Bar Association, Section of Taxation, Real Estate Tax Committee, Washington, D.C., May 2006.
Participated in panel discussion on “Collection Due Process Hearings and Offers in Compromise,” at the American Bar Association, Section of Taxation, Bankruptcy and Workout Committee, San Diego, California, January 2006.

2005

Participated in panel discussion on “IRS Expense Guidelines and Offers in Compromise,” at the American Bar Association, Section of Taxation, Bankruptcy and Workout Committee, Washington, D.C., May 2005.

2004

Chaired panel discussion, “Conservation Easements in Estate Planning,” to the American Bar Association, Section of Taxation, Real Estate Tax Committee, Boston, Massachusetts, October 2004.
Participated in closed circuit televised panel program, “The Tax Controversy Toolkit”, Accounting Continuing Education Network (ACPEN), August 2004.Tax Collection Issues Involving Partnerships, Journal of Asset Protection (July/August 1998)

1996

“Criminal Issues Arising in Federal Tax Collection,” 73 Tax Notes 1345 (1996)

Presentations