Chapman and Cutler LLP is one of the largest law firms in the nation dedicated to a financial practice. Since our founding over 100 years ago, we have focused on the legal aspects of corporate and municipal finance, with particular emphasis on the representation of financial institutions such as insurance companies, banks, credit companies and other institutional investors; the sponsors of financial products such as mutual funds and investment trusts; and state or local governments.

The firm has developed an extensive practice in the areas of asset securitization and derivative products. Given the nature of the firm's practice, Chapman and Cutler's Tax Department has amassed substantive experience in many types of financial transactions and products. We advise both investors and non-investors in structuring financial transactions and products. In addition, the Tax Department often directly counsels high-profile market participants (such as in-house counsel, analysts, investment bankers and portfolio managers) in tax matters.

Ordinarily, due to the complex nature of Tax Department transactions, our attorneys work with colleagues in the firm's banking, bankruptcy, corporate, municipal and securities practice groups.

Consistent with the depth of the firm's experience, Tax Department attorneys regularly speak and publish on myriad tax-related issues in forums and journals of national reputation.

Since the Tax Department addresses federal income tax questions arising from the representation of these clients, we have established general information regarding the clients we represents, the nature of our representation and our areas of practice. We invite you to request additional information about Chapman and Cutler's Tax Department.


Because tax considerations are only one facet of the legal issues that must be considered in structuring and evaluating financial transactions or representing businesses, many of the clients we advise are directly represented by lawyers in other firm practice groups. These clients include Wall Street, regional and local investment banking firms and other financial market participants; state and local governmental units and related governmental authorities; sponsors of mutual funds and investment trusts; major insurance companies and affiliated entities; major banks and their holding companies; the Chicago, New York and San Francisco branches of a number of domestic and foreign banks; leasing companies; commodities and futures market advisors and investors; brokers of financial products (including guaranteed investment contracts); a variety of private businesses; and other law firms seeking our in-depth tax experience.


The firm and its Tax Department principally represent clients on a transactional basis. In this regard, the Tax Department is typically involved in one or more of the following capacities:

  • Advising clients regarding the tax implications associated with the issuance and restructuring of tax-exempt obligations.
  • Negotiating tax indemnity agreements in tax-sensitive transactions on behalf of clients involved in leasing and lending transactions in both domestic and foreign markets.
  • Counseling clients with respect to the use of asset securitization vehicles and derivative products.
  • Developing new financial products and preparing offering materials addressing federal income tax risks.
  • Advising clients regarding the tax implications associated with domestic and cross-border transactions.
  • Representing clients in litigation and administrative proceedings before tax authorities.
  • Structuring corporate reorganizations, divestitures, mergers and acquisitions in taxable and tax-free transactions.
  • Obtaining private letter rulings from the Internal Revenue Service and letters from state taxing authorities resolving or clarifying issues of importance.
  • Producing legal memoranda addressing tax issues of interest to clients.
  • Consulting with banks and trustees regarding tax reporting and withholding tax concerns.


In light of the firm's focus on financial transactions and products, Chapman and Cutler's Tax Department has considerable collective knowledge in the following tax areas: corporate and municipal finance; asset securitization (REMICs, lease receivables financings, auto loan receivables financings, tax-exempt obligations, etc.); derivative products (adjustable rate preferred stock, hybrid debt securities, interest rate swaps and other types of notional principal contracts, inverse floating rate securities, foreign currency denominated securities); investment vehicles, such as unit investment trusts and regulated investment companies; tax issues arising in troubled debt restructurings, bankruptcies and workouts; leveraged leasing transactions (various types of equipment, project financings, aircraft and cross-border transactions); issues relating to debt instruments, commodities and futures (original issue discount, high yield securities, U.S. and back-up withholding tax); U.S. tax issues relating to international transactions and business operations; state and local tax issues; joint ventures and partnerships; and general corporate tax representation, including ERISA and pension-related issues.




Taxation Updates

We have always been focused on finance.

  • 1913
    TS Chapman partners with Henry Cutler to form Chapman and Cutler
  • 1st
    Chapman's first client in 1913 is still a client of the firm today
  • 22
    Diverse financial practices serving regional, national, and global clients
  • 6
    Offices across the country and in key US financial centers

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