Tax Courses, Seminars, and Reading Groups (2008-2009)
Complete course descriptions will be available on-line through the Harvard Law School Registrar's Office.
Foundational Course
Taxation (4 credits) focuses on the U.S. federal income tax and the policy considerations that inform the design of the tax, which has become an important governmental tool for influencing many aspects of modern American life. The course accordingly examines not only the concept of taxable income, but also how the federal government uses the tax to influence the behavior of taxpayers, whether wealthy (e.g., the capital gains preference), middle-income (the education credits) or lower-income (the earned income credit). A principal goal of this course is also to teach students to analyze and apply a complex federal statute. Warren (Spring 2009), Halperin (Fall 2008), Alstott (Spring 2009), Stark (Fall 2008), Leff (Spring 2009). Unless otherwise indicated below or waived by the instructor, Taxation is a pre-requisite for J.D. students in the advanced tax courses.
Advanced Courses
Taxation of Corporations and Shareholders (4 credits; 3 credits 2009) covers the tax issues involved in the organization, operation, and reorganization (including through mergers and acquisitions) of U.S. corporations, particularly publicly-held corporations. This course provides the tax background necessary to understand the structure of many common business transactions. The Corporations course is a recommended preparation. Warren (Spring 2009).
Taxation of Partners and Partnerships (2 credits) covers many of the same transactions for business organizations that are not publicly-held, such as partnerships and limited liability companies, which are treated as pass-through entities for tax purposes. The growth of such organizations in recent years (often with public corporations among their partners) has meant that partnership taxation is of much greater importance in legal practice today than in the past. (Not scheduled to be offered in 2008-2009)
Taxation of International Transactions (3 credits) examines the U.S. tax consequences of both outgoing investment (producing foreign income for U.S. individuals and companies) and incoming investment (producing U.S. income for foreign individuals and companies). These issues have become increasingly important with the growth of international business transactions. Shay (Spring 2009).
Taxation of Estates and Gifts (4 credits) deals with the federal taxation of gratuitous property transfers during life and at death, focusing on estate and gift taxation. Holders of even relatively modest wealth can be affected by these taxes, so family advisors should understand their operation. Leff (Fall 2008).
Taxation and Regulation of Nonprofits (3 credits) covers the treatment of charities, universities, hospitals, foundations, and other nonprofits, including requirements to qualify for tax and other benefits. Although these entities are formally nontaxable, federal regulation of nonprofits is, somewhat surprisingly, largely accomplished through the tax system. Fremont-Smith and Spitzer (Fall 2008).
Taxation: Pension Law and Retirment Income Policy (3 credits) covers the regulation and taxation of pension plans and related employment benefits, including the relationship between retirement savings and social security. As with the regulation of nonprofits, much of the considerable U.S. governmental program to encourage workers to save for retirement is implemented through the tax system. (Not scheduled to be offered in 2008-2009)
Taxation: Comparative Law Tax and Policy (2 credits) examines different solutions to common problems of tax system design in several major industrialized countries. Examples of the kinds of issues to be discussed include different national approaches to the definition of income, jurisdiction to tax, prevention of tax avoidance, and the relationship of corporate and individual taxes. (Not scheduled to be offered in 2008-2009)
International Tax Policy (2 credits) involves an exploration of the tax policy issues underlying the international tax aspects of a country's tax system. It will focus on tax policy issues rather than the substantive rules of international tax, although there is an intimate connection between the policy and the rules that give expression to that policy. The course does not focus on any particular country's tax system. Instead, it involves an analysis of the most fundamental structural elements of an international tax system that are common to most countries' systems. Topics will include residence, source of income, elimination of double taxation, anti-avoidance measures such as transfer pricing, thin capitalization, and controlled foreign corporation rules, and tax treaties. Arnold (Winter 2009).
Structuring Venture Capital, Private Equity, and Entrepreneurial Transactions (3 credits) covers the tax and legal principles applicable to a series of interesting, complex, current entrepreneurial transactions, including a new business start-up, a leveraged buyout of both a private company and a public company, use of a flow-through tax entity, such as an S corporation, a partnership, or an LLC, for a variety of venture capital or private equity financed transactions, devising an equity-based executive compensation program, devising an exit scenario for a successful venture capital or private equity financed enterprise and forming a new venture capital, LBO, or private equity fund. Substantive subjects covered include federal income tax, securities regulation, corporate law, partnership law, LLC law, bankruptcy law, fraudulent conveyance law, as well as accounting rules and practical structuring issues relevant to entrepreneurial transactions (including use of common and preferred stocks, convertible debentures and convertible preferred, warrants, and options), in a transactional context. Levin (Winter 2009).
Seminars and Reading Groups
Taxation Seminar: Current Issues in Tax Law, Policy, and Practice (1 credit) will meet every other week during the fall term to consider a range of current issues in taxation focusing on works-in-progress by invited participants. Professor Halperin will organize the seminar, and the other members of the HLS tax faculty will be regular participants. This is a required course for LL.M. students in the Taxation Concentration. Written Work for both the J.D. and LL.M. programs may be done in conjunction with this seminar. Halperin (Fall 2008).
Taxation Seminar: Nonprofit Sector and Philanthropy (1 credit) will provide students an opportunity to discuss current research concerning nonprofit institutions and charitable giving, including the societal role of nonprofits, accountability and governance, enforcement, political and business activities, and pertinent aspects of the tax law. This seminar is offered jointly by the Law School and the Hauser Center Kennedy School of Government. (Not scheduled to be offered in 2008-2009)
Taxation Reading Group: Inequality & Tax Policy (1 credit) will begin with an examination of data on income and wealth inequality in the U.S. and then ask what (if anything) tax policy should do about it. Readings will focus on several controversial issues of federal tax reform, including debates over the progressivity of the income tax, whether/how the government should tax estates/inheritance/wealth, the tax treatment of low-income households, and proposals for a progressive consumption tax. Discussion will also focus on tax policy issues that arise in connection with the November 2008 presidential election. Stark (Fall 2008).
Tax and Social Policy (3 credits) is an intensive writing course exploring the legal, economic, philosophical, and political considerations relevant when designing social policies implemented, in whole or in part, through the federal tax system. The Winter term will be devoted to readings and class discussion. Potential topics include the Earned Income Tax Credit, child tax benefits, Social Security, wealth transfer taxes, and tax incentives for retirement saving, education, home ownership, and charitable contributions. Students will be expected to have developed a suitable paper topic and outline by the end of the Winter term. The Spring term will be spent researching, writing and revising a paper of publishable quality for which students will receive an additional credit. Batchelder (Winter-Spring 2009).
Low-Income Workers (2 credits) focuses on legal regimes that affect low-income workers and families. A major focus of the course will be U.S. laws and policies that attempt to increase or supplement low wages, including the EITC, other wage subsidies, and the minimum wage. Another major focus will be U.S. transfer programs that assist low-income workers, including TANF, Food Stamps, Unemployment Compensation, and Social Security. As part of our study, we will consider child care assistance and other programs that aim to assist with the costs of employment. We will also compare U.S. policies with those of other industrialized countries, and we may spend one session on efforts to unionize low-wage sectors of the workforce. Students will write several short papers. Alstott (Winter 2009).
Taxation Reading Group: Tax Policy (1 credit) will meet once a week to discuss recent and notable papers that explore some aspect of tax policy. Alstott (Spring 2009).