Current Employment Position(s)

Shareholder

Lawyer Overview

Mr. Looney represents clients in a variety of business and tax matters including entity formation (S and C corporations, partnerships, and LLCs), acquisitions, dispositions, redemptions, liquidations, reorganizations, tax-free exchanges of real estate, and tax controversies. His clients include closely held businesses, with an emphasis on medical and other professional practices.

Areas of Practice

• Tax
• Purchase and Sale of Businesses
• Mergers and Acquisitions
• Corporations, Partnerships, and LLCs
• Business
• Health Care

West Practice Categories

Antitrust & Trade Regulation, Mergers & Acquisitions, Business & Commercial Law, Business Organizations, Partnerships, Reorganizations, Health & Health Care Law, Litigation & Appeals, Real Estate Law, Taxation Law

Bar Admissions

• Florida, 1987
• Texas, 1986
• Missouri, 1984
• U.S. Tax Court

Certification/Specialties

• Board Certified Tax Lawyer, The Florida Bar
• Certified Public Accountant, State of Missouri

Professional Associations and Memberships

• American Bar Association (Member)
• American Bar Association - Tax Section (Member, Former Chair of the S Corporations Committee)
• American College of Tax Counsel (Fellow)
• Business Entities Journal (Board of Advisors and Department Heads, Current Developments Editor)
• The Florida Bar (Member)
• State Bar of Texas (Member)
• The Missouri Bar (Member)
• Missouri Society of Certified Public Accountants (Member)
• Leadership Orlando (Graduate)
• Kiwanis Club of North Orlando (Member, Board of Directors)
• The Florida Bar Foundation, Inc. (Fellow)
• My Region - Regional Development Program (Member, Board of Directors)

Honors and Awards

• Martindale-Hubbell: AV Rating
• Named an Outstanding Tax Attorney in Chambers USA, America's Lending Business Lawyers, 2007 - 2009
• Named an Outstanding Tax Lawyer in The Best Lawyers in America, 2006 - 2010
• Named an Outstanding Tax, Business/Corporate and Health Care Attorney in Florida Super Lawyers Magazine, 2006 - 2009
• Named an Outstanding Tax Attorney in Florida Trend Magazine's Legal Elite, 2005 - 2006
• Named one of Orlando's Best Tax Attorneys by Orlando Magazine, 2006
• Named as "Best of the Bar" in Tax Law in Orlando Business Journal
• Listed in Marquis Who's Who in American Law

Classes and Seminars

• Taxation of S Corporations and Their Shareholders, 2005 Tax Certification Review Course, The Florida Bar, Orlando, FL, February 25, 2005
• Reasonable Compensation Issues for Closely-Held and Service Companies, 2003 Mid-America Tax Conference, St. Louis, MO, November 18, 2003
• Drafting Shareholder Agreements for Closely-Held Corporations, 54th Annual Tennessee Federal Tax Institute, Nashville, TN, September 25, 2003
• Avoiding Unreasonable Compensation Attacks on Professional Service and Other Closely-Held Corporations, 54th Annual Tennessee Federal Tax Institute, Nashville, TN, September 25, 2003
• Reasonable Compensation Issues for Closely-Held and Service Companies, ABA Teleconference and Live Audio Webcast, July 30, 2003
• The Pediatric Surgical Associates Case and Reasonable Compensation for Closely-Held Businesses, 45th Annual Kentucky Institute on Federal Taxation, November 14, 2002
• Reasonable Compensation Issues for Closely-Held and Service Companies, NYU 61st Institute on Federal Taxation, New York City, NY, October 23, 2002
• S Corporation Modernization Act of 2001, ABA Tax Section S Corporations Committee 2002 Fall Meeting, Los Angeles, CA, October 18, 2002
• The Pediatric Surgical Associates Case and Reasonable Compensation for Closely Held Businesses, 37th Annual Southern Federal Tax Institute, Atlanta, GA, September 24, 2002
• Operation of the Service Corporation as an S Corporation Including Conversion of an Existing Service Corporation from C Status to S Status, ABA Tax Section S Corporations Committee Meeting, New Orleans, LA, 2002
• Drafting S Corporation Shareholder Agreements, The Portland Tax Forum, Portland, OR, November 16, 2001
• Drafting S Corporation Shareholder Agreements, The Attorney-CPA Tax Clinic, Seattle, WA, November 15, 2001
• Drafting S Corporation Shareholder Agreements, NYU 60th Institute on Federal Taxation, San Francisco, CA, November 14, 2001
• Drafting S Corporation Shareholder Agreements, 2001 Mid-America Tax Conference, St. Louis, MO, October 25, 2001
• Drafting S Corporation Shareholder Agreements, NYU 60th Institute on Federal Taxation, New York City, NY, October 24, 2001
• A Primer on the Built-In Gains Tax and Planning Opportunities, ABA Tax Section S Corporations Committee Meeting, Washington, DC, May 11, 2001
• Drafting Shareholders' Agreements, Including Special S Corporation Provisions, ABA Tax Section S Corporations Committee Meeting, Los Angeles, CA, October 13, 2000
• The Proposed Section 1(h) Regulations-Treatment of Sale of S Corporation Stock, ABA Tax Section S Corporations Committee Meeting, San Diego, CA, January 21, 2000
• Recent Developments Affecting S Corporations, National CLE Conference, Vail, CO, January 7, 1999
• Important Developments Regarding S Corporations, Mid-America Tax Conference 1999, St. Louis, MO, November 11, 1999

Education

• University of Florida College of Law, Gainesville, Florida, 1985
  LL.M. in Taxation
  Honors: First in Class
• University of Missouri Columbia School of Law, Columbia, Missouri, 1984
  J.D.
  Honors: cum laude
  Honors: Order of the Coif
  
  Law Review: Missouri Law Review, Member and Note and Comment Editor
• Drury College, Springfield, Missouri, 1981
  B.A.
  Honors: magna cum laude
  Major: Accounting
  Major: Business Administration

Published Works

• Current Developments Columns, Business Entities, 1999-present
• Avoiding Unreasonable Compensation Attacks on Professional Service and Other Closely Held Corporations, BNA's Executive Compensation Library - Journal Reports: Law and Policy, January, 2004
• Shareholder Agreements for Closely-Held Corporations, Business Entities, January/February, 2003
• Drafting Shareholder Agreements for Closely-Held C and S Corporations, New York University 60th Institute on Federal Taxation, 2002
• Internal Revenue Service Issues Proposed ESBT Regulations, Journal of Corporate Taxation, May/June, 2001
• The Built-In Gains Tax Revisited: 15 Years Later, Business Entities, March/April, 2001
• IRS Improves the Final QSub Regs. -- But Insists on Keeping the Step Transaction Doctrine, Journal of Taxation, Fall, 2000
• S Corp. Prop. Regs. -- No Surprises, But Two Potentially Controversial Provisions, Journal of Taxation, February, 1999
• Recent Developments Columns, Journal of S Corporation Taxation, 1993-1999
• Service Takes Lenient Approach Under New Relief Provisions for Inadvertent Invalid Elections and Late or Missing Elections, Journal of S Corporation Taxation, Summer, 1998
• Miscellaneous S Corporation Changes Made by the Small Business Job Protection Act of 1996, Journal of S Corporation Taxation, Spring, 1997
• Applying the Built-In Gains Tax to Built-In Income Items: The Service's Ever-Expanding Universe, Journal of S Corporation Taxation, Fall, 1996
• S Corporations Committee Annual Report, The Tax Lawyer, Summer, 1996
• Section 1377 Prop. Regs. Clarify Pro Rata Share Rules and Post-Termination Transition Period, Journal of Taxation, December, 1995
• Choice of Entity When Forming Your Business, Orlando Business Journal, December, 1995
• S Corporations Committee Annual Report, The Tax Lawyer, Summer, 1995
• TAM 9403003: The Service's Not-So-Kind-And-Gentle Approach to Loan Restructurings Between Related Entities, Journal of S Corporation Taxation, Spring, 1995
• S Corporations Committee Annual Report, The Tax Lawyer, Summer, 1994
• Choice of Entity After RRA '93: Back to the Future for S Corporations, Journal of S Corporation Taxation, Spring, 1994
• S Corporations Committee Annual Report, The Tax Lawyer, Summer, 1993
• Important Developments Affecting S Corporations Since the Tax Reform Act of 1986, Journal of S Corporation Taxation, Spring, 1993
• S Shareholders Must Still Be Wary of At-Risk Rules: Part II, Journal of S Corporation Taxation, Winter, 1992
• Choice of Entity for the Service Corporation: the S Corporation Alternative, Journal of S Corporation Taxation, Fall, 1992
• Estate Tax Deferral for Estates Owning Stock in S Corporations, Journal of S Corporation Taxation, Winter, 1991
• S Shareholders Must Still Be Wary of At-Risk Rules: Part I, Journal of S Corporation Taxation, Fall, 1991
• S Corporations Columns, Journal of Partnership Taxation, 1990-1991
• Investing in Real Estate: Back to the Basics, The Florida Bar Journal, January, 1987
• Using LIFO to Value Costs Under the Completed Contract Method: A Tale of Two Accounting Methods, The Tax Lawyer, Winter, 1986
• Tax Accrual Workpapers and IRS Summonses Under IRC Section 7602: The Accountant Work-Product Privilege, Missouri Law Review, Summer, 1983

Address

800 North Magnolia Avenue
Suite 1500
Orlando, FL 32803

Phones

407-428-5128

Faxes

(407) 423-1831

Emails

slooney@deanmead.com

Websites

http://www.deanmead.com