Businesses with Louisiana Worker Classification Concerns Should Consider Relief Provisions as New 1099-NEC Filing Requirements Go into Effect
Kean Miller LLP Blog
by Jaye Calhoun, William Kolarik and Divya Jeswant
1w ago
The Louisiana Department of Revenue (“LDR”) recently promulgated rules to implement the Fresh Start Proper Worker Classification Initiative, and also published guidance to explain when and how businesses should file non-employee information returns (Forms 1099-NEC) directly with the LDR. These developments are potentially interrelated and may facilitate the LDR’s efforts to monitor the classification and taxation of workers as employees or independent contractors. Fresh Start Proper Worker Classification Initiative In 2021, Louisiana introduced its Fresh Start Proper Worker Classification Init ..read more
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Top 10 LLC Operating Agreement Considerations
Kean Miller LLP Blog
by Matthew Meiners
1w ago
An Operating Agreement is an agreement among the members of a limited liability company that defines the LLC’s management structure and governs the operation of the LLC, including the members’ contractual rights, obligations, and restrictions relating to their membership interests in the LLC.  An LLC with only one member may use a simple short-form Operating Agreement because all the power to control and carry on the operations of the LLC is held by a single person; however, LLCs with multiple members often need more lengthy and complex Operating Agreements because they need to address t ..read more
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The ADA in Cyberspace – Are Websites Places of Public Accommodation?
Kean Miller LLP Blog
by David Whitaker and Shearil Matthews
1M ago
ADA Background In 1990, Congress passed the Americans with Disabilities Act (“ADA or Act”).[1] The purpose of the Act is to provide protection and certain rights for Americans with disabilities. One of Congress’ goals was to ensure that people with disabilities are able to fully participate in all aspects of society.[2] Title III of the Act provides that “no individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns ..read more
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Automatic Extension of Time for Filing Louisiana Income Tax, Corporate Income Tax and Franchise Tax Returns
Kean Miller LLP Blog
by Jaye Calhoun, William Kolarik and Divya Jeswant
1M ago
Act 410 (SB 54) of the 2022 Regular Session amended Louisiana law[1] and granted an automatic extension to individuals, partnerships, and fiduciaries (estates and trusts) to file state income tax returns for taxable periods beginning on or after January 1, 2022. The extension is automatically granted for six months from the May 15 deadline[2] for filing returns, or until the extended due date of the federal return, whichever is later, to accommodate fiscal year filers. For calendar year filers, the extended due date is November 15 or the first business day thereafter. The legislation does not ..read more
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Louisiana Supreme Court Debunks Voluntary Pay Doctrine
Kean Miller LLP Blog
by Sonny Chastain
3M ago
In Leisure Recreation & Entertainment, Inc. v. First Guaranty Bank, the Louisiana Supreme Court found the voluntary pay doctrine to be in direct conflict with the Civil Code.   In this action, the borrower was to make payments with interest accruing at 6.5% for years one through five of the loan, 7.5% in years six through ten, and then at Citibank prime rate.  Although the rate declined in years eleven through thirty, the borrower continued to pay interest at 7.5%, which exceeded the prime rate during the applicable period.   In response to borrower’s claim, the ba ..read more
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DOJ’s Decision Not to Appeal the Fifth Circuit’s Decision in Trafigura Trading Creates Oil Export Tax Refund Opportunities and Uncertainty
Kean Miller LLP Blog
by Jaye Calhoun, William Kolarik and Divya Jeswant
3M ago
On Monday, October 24, the United States Department of Justice (the “DOJ”) confirmed that it did not appeal the Court of Appeals for the Fifth Circuit’s decision in Trafigura Trading LLC v. United States, No. 21-20127, 29 F.4th 286 (5th Cir. 2022). The Fifth Circuit invalidated the federal tax on domestic crude oil exported from the United States as unconstitutional. The DOJ also provided a letter to House Speaker Nancy Pelosi explaining its decision and reaffirming its commitment to defending the oil export tax in other circuits. The Fifth Circuit’s finding that the oil export tax is unconsti ..read more
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Louisiana Legislature Provides Clarity on the Effects of the Death of a Member in a Single-Member LLC
Kean Miller LLP Blog
by Tim Robinson
3M ago
Earlier this year, Governor John Bel Edwards signed into law House Bill No. 515, amending La. R.S. 12:1333 and enacting the new La. R.S. 12:1333.1 of the Louisiana Limited Liability Company Law (the “LLC Law”), which became effective on August 1, 2022. This legislation represents meaningful changes to the nature of membership interests in Louisiana single-member limited liability companies and the rights related to those interests upon the death of a member. Under Louisiana law, upon the death or declaration of incompetency of a member of a limited liability company, the deceased member’s memb ..read more
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Carrots, Sticks Abound in Inflation Reduction Act
Kean Miller LLP Blog
by Angela Adolph
3M ago
For traditional manufacturers, the Inflation Reduction Act of 2022 (IRA) offers a mixed bag of carrots and sticks to support its green energy goals. Signed by President Biden on Aug. 16, 2022, the bill includes numerous tax credits and other incentives promoting clean energy investment. One of the IRA’s stated purposes is to incentivize and revitalize domestic manufacturing, and many of its tax credits and incentives are focused on clean energy manufacturing. The IRA directs some specific tax outcomes, like tax credits for manufacturing green components. Other outcomes may be consequential or ..read more
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Protecting Health Care Providers During Pandemic: Gross Negligence Standard Applies for Premises Claims Against Physicians and Health Care Providers
Kean Miller LLP Blog
by Mary Katherine Loos
3M ago
On March 11, 2020, during the height of the COVID-19 global pandemic, Governor John Bel Edwards declared a public health emergency for the State of Louisiana pursuant to the Louisiana Health Emergency Powers Act, La. R.S. 29:760 et seq. This is not the first time the Governor has declared a public health emergency for the State of Louisiana, as Louisiana is familiar with hurricanes and other natural disasters. The Louisiana Health Emergency Powers Act provides, in relevant part, that, “[d]uring a state of public health emergency, any health care providers shall not be civilly liable for causin ..read more
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CBP Affirms Jones Act (Coastwise) Compliant Vessels Are Required for Most Wind Energy Offshore Installations
Kean Miller LLP Blog
by Chauvin Kean
4M ago
On September 2, 2022, the U.S. Customs and Border Protection of the Department of Homeland Security (“CBP”) issued a CBP ruling, HQ H32233, determining that most offshore Wind Energy installation projects, including the laying of transmission cables, generally requires the use of Jones Act (Coastwise) compliant vessels. Jones Act qualified and compliant vessels are those vessels that are, among other things, (a) wholly owned by a U.S. Citizen; and (b) have been issued a Certificate of Documentation with a valid coastwise endorsement. Importantly, any offshore installation projects must ensure ..read more
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