Senior Corporate Tax Attorney

Goodspeed Merrill•Englewood, CO

About The Position

Goodspeed Merrill is seeking a commercially minded Corporate Transactional Tax & M&A Attorney to serve as the firm’s principal transactional tax voice. The role focuses on complex business transitions, domestic mergers and acquisitions, and multi-entity organizational design. The attorney will work within deal teams to help clients preserve operational flexibility and minimize deal-related tax costs. The position also advises entrepreneurs and investors on entity selection, governance, specialized corporate structures, real estate capital and asset structuring, tax-efficient executive compensation, and transactional tax risks. The attorney will collaborate with the firm’s Advanced Tax Strategies and Trusts & Estates practice groups and help develop junior corporate talent. Goodspeed Merrill describes career advancement and its path to partnership as transparent and merit-based.

Requirements

  • At least 7 years of dedicated corporate tax and transactional experience.
  • Ability to translate Subchapters C and K into clear, actionable advice for C-suite executives, corporate boards, and external CPAs.
  • Ability to lead strategy roundtables and negotiate with opposing counsel.
  • Ability to protect client interests under tight transaction timelines.
  • Leadership skills to supervise legal support and mentor junior corporate talent.

Nice To Haves

  • A portable book of business is highly valued and preferred, but is not required.

Responsibilities

  • Structure and design domestic M&A transactions, strategic investments, divestitures, and joint ventures.
  • Draft, review, and negotiate tax provisions in stock purchase agreements, asset purchase agreements, and merger agreements.
  • Analyze and execute tax-free reorganizations, Section 338(h)(10) elections, S-corporation conversions, and F-reorganizations.
  • Identify latent transaction risks and conduct tax due diligence to help protect clients from historical successor liabilities.
  • Advise entrepreneurs and investors on choice-of-entity strategies involving C-corporations, S-corporations, LLCs, and LPs.
  • Draft tailored governance frameworks, including LLC operating agreements, partnership agreements, and buy-sell agreements.
  • Design complex, multi-entity corporate structures, including IP holding companies, management services companies, and equipment leasing subsidiaries.
  • Advise on real estate capital allocations, including 1031 like-kind exchanges and developer or inventory land-banking structures.
  • Author formal legal opinions, technical memoranda, and corporate resolutions addressing federal or state transactional tax risks.
  • Construct tax-efficient executive compensation packages, including profits interests, phantom stock arrangements, and equity incentive plans.
  • Serve as the primary transactional liaison with the Advanced Tax Strategies and Trusts & Estates practice groups.
  • Lead strategy discussions and negotiate with opposing counsel.
  • Supervise legal support and mentor junior corporate talent.

Benefits

  • Comprehensive medical plan, with 75% of the employee premium paid by the employer.
  • Dental and vision plans, with 50% of the premiums paid by the employer.
  • Employer-paid life, short-term disability, and long-term disability insurance.
  • Firm-sponsored Attorney Student Loan Support Program.
  • 401(k) plan with employer matching up to 3.5%.
  • Discretionary PTO.
  • Nine paid holidays.
  • Paid state bar dues.
  • Full CLE expense coverage.
  • Annual incentive compensation based on a graduated scale of 3% to 16% of realized revenue, with total compensation capped at 42.5% of annual realization.
  • Potential quarterly incentive payouts for meeting the production plan.
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