Steve Frost rejoined Chapman and Cutler LLP as a partner in November 2009 after serving for 13 months as a senior counsel in the Office of Tax Policy at the Department of the Treasury in Washington, D.C.  In the Office of Tax Policy, he was responsible for the development of administrative guidance and legislative initiatives for pass-through entities.  He represented the Administration in developing provisions in the American Recovery and Reinvestment Act of 2009 (and related guidance) and in Congressional staff drafting sessions to prepare the carried interest proposals in H.R. 1935.  Also, in his position with the Treasury, he worked closely with the IRS to develop administrative guidance on a number of matters, including cancellation of indebtedness of partnerships, partnership mergers and the treatment of series organizations and cell companies.  He also assisted in preparing partnership agreements used in the Public Private Investment Program.As a member of the Firm’s Private Equity and Hedge Fund Group, his practice focuses on representing institutional investors, both tax-exempt and taxable, in investment funds, including private equity and hedge funds, and in structured finance.  In addition, Mr. Frost practices tax law, focusing on the tax aspects of partnerships, LLCs and trusts, and his tax practice includes the representation of firm clients in leasing transactions.  Mr. Frost is a registered CPA in Illinois.

Legislation

As an ABA Advisor and Uniform Law Commissioner from Illinois, Mr. Frost has helped draft the following partnership and LLC statutes with individual adoptions in as many as 35 states, Puerto Rico and the US Virgin Islands:

• The Uniform Limited Liability Company Act (2006)
• The 1997 LLP amendments to the Uniform Partnership Act (1997)
• The Uniform Limited Partnership Act (2001)
• The Model Entities Transactions Act (2005)

Pertinent additional information

• Commissioner from the State of Illinois to the National Conference of Commissioners on Uniform State Laws (“NCCUSL”); Secretary, Joint Editorial Board on Unincorporated Business Acts, a committee of NCCUSL commissioners and ABA Business Section representatives; drafting committee member:  Model Entity Transactions Act, the Revised Uniform LLC Act and the Omnibus Business Organization Code
• Member, American Law Institute
• Member, Institute on Illinois Business Law
• Board of Advisors of the Journal of Passthrough Entities; Column Editor on Finance Techniques
• American Bar Association; Past Chair of Tax Section’s Partnerships and LLCs Committee; Past Chair of the Tax Section’s Task Force on LLCs and LLPs
• Chicago Bar Association; Past Chair of the Noncorporate Entities Division of the Section of Business Law; Past Chair of the Section on Federal Income Tax; and Past Chair of the Division on Partnerships, Real Estate and other Tax Sheltered Investment
• Adjunct Professor; Kent College of Law Masters of Taxation program
• Fellow; American College of Tax Counsel
• Designated as a Leading Illinois Attorney by American Research Corporation, and a Leading U.S. Tax Attorney by Euromoney Publications PLC
• Vice President of Stevenson High School District 125; Past member, Board of Directors of the Stevenson High School Community Foundation

Presentations

Mr. Frost has spoken on investment related legal matters to a variety of organizations, including the New York State Bar Association, the Federal Trade Commission, the Chicago Kent College of Law Annual Federal Tax Institute, Tax Executives Institute, New York University Tax Law Institute, University of Chicago Law School Annual Federal Tax Conference, Tax Section of the State Bar of Texas and Texas Institute of Continuing Legal Education, American College of Investment Counsel, American Institute on Federal Taxation, Colorado Bar Association, University of Texas School of Law, Illinois Institute for Continuing Legal Education, Chicago Bar Association, Willamette University College of Law, Maryland Institute for Continuing Professional Education of Lawyers, National Institute of Tax Professionals, American Law Institute - American Bar Association Oregon Law Institute, Managed Funds Association, Practicing Law Institute, Cardozo Law School and Opal Financial Group. 

Publications

Mr. Frost has authored or co-authored articles and columns in a variety of periodicals, including the following publications:  Business Lawyer, Journal of Taxation, TAXES Magazine, Tax Notes, Journal of Real Estate Taxation, Journal of Limited Liability Companies, Journal of Passthrough Entities, Journal of Taxation of Financial Products, Illinois Bar Journal, Illinois Institute of Continuing Legal Education Coursebooks, Practicing Law Institute Programs, and New York University Federal Tax Institutes

• Private Equity and Hedge Funds
• Private Equity
• Taxation

• Illinois, 1983

• DePaul University College of Law, J.D., with honors, 1982
• DePaul University College of Law, M.S., Accountancy, with distinction, 1977
• University of Colorado at Boulder, B.A., Communication Theory, 1975
• University of Colorado at Boulder, B.S., Business, 1975