Nate Smithson

About Nate Smithson

I provide federal income tax planning for corporations, partnerships and limited liability companies; and tax credit planning for clean energy projects, including carbon capture and sequestration. My goal is to help my clients understand complex tax matters using plain language. I assist some of the largest businesses in the country, including multi-family real estate developers as well as private equity backed and complex closely held companies, in finding the most tax advantageous methods for both building and growing their businesses and profits interest compensation for their key employees. Such planning and structuring includes advice on a variety of legal matters, including entity formations, mergers and acquisitions, roll-ups, taxable and tax-free divisions and reorganizations, clean energy tax credit qualification, as well as providing solutions for S corporation sales, including the use of F reorganizations to permit rollover equity ownership. Additionally, I advise clients on the clean energy tax credits available under the Inflation Reduction Act of 2022 (as modified by the One Big Beautiful Bill Act), including the tax credits for carbon dioxide capture and sequestration under Code Section 45Q, and the production tax and investment tax credits available under Code Sections 45, 45Y, 48 and 48E for the production of energy from clean or renewable sources.I am frequently engaged to structure executive compensation arrangements for clients, with a specific focus on drafting and negotiating partnership equity and phantom equity compensation plans, including the use of “profits interest” or “carried interest” arrangements, and stock option plans.I have also developed a REIT documentary compliance oversight practice that enables Jackson Walker to provide corporate compliance oversight for REIT funds to ensure that corporate legal protocols are followed for REIT maintenance purposes and to ensure continued REIT status.

Experience

1. Partner

   Jackson Walker LLP

   Jul 2005 — Present

   I have a wide range of experience in handling corporate, partnership and limited liability company transactions, including formations, acquisitions, roll-ups, divisions and both taxable and tax-free reorganizations. My practice focuses on the federal income tax aspects in planning for both domestic and international business transactions. I also help clients in setting up executive compensation structures, including partnership equity compensation (e.g, the issuance of profits interests), stock option plans, phantom equity compensation and severance agreements. Further, I have structured a number of IC-DISC arrangements to help clients selling US manufactured goods overseas to reduce their effective rate of tax on such sales.I have been chosen as a SuperLawyers \"Rising Star\" by Thomson Reuters in 2013 and 2014, and was named one of D Magazines Best Lawyers in Dallas in 2016.

Education

• New York University School of Law

  LL.M., Taxation

  2004 — 2005

• Emory University

  BA, Economics

  1995 — 1999

• SMU Dedman School of Law

  JD

  2001 — 2004