PATTI MELKER RICHARDS

LEGAL EXPERIENCE

IRS ADVISORY COUNCIL (IRSAC) (2005-2007) Serving on the 22 member IRSAC which advises the IRS on tax policy, programs and procedure; specifically assigned to Large & Mid-size Business Subgroup.

THE TAX CONTROVERSY GROUP, L.L.C., Atlanta, Georgia (2/2003-Present) – Joint Venture with

Vivian D. Hoard of The Hoard Law Firm, P.C. in the practice of domestic and international tax controversy.

Represent taxpayers in Tax Court with respect to validity of a section 1031 like-kind exchange and several partnership issues and attorney-client privilege issues.

Provide advice to accounting firms with respect to the tax consequences of various proposed financial products.

Assist partnership dissolve and exchange property among its partners per a court settlement in compliance with section 1031 like-kind exchange requirements.

Prepared and made presentation to the Georgia Association of Women Lawyers on “What you need to Know about Attorney-Client and Accountant-Client Privileges.”

THE RICHARDS LAW FIRM, L.L.C., Atlanta, Georgia (6/2002-Present) – Member/Manager Continue prior domestic and international tax planning, controversy and compliance practice focusing on tax accounting, research credit, transfer pricing, manufacturing deduction issues as well as tax-exempt and non-profit issues.

Represent multinational manufacturer in CIP 199 manufacturing deduction compliance.

Represent a company serving “as agent for” a hospital authority in a sales tax challenge.

Represent multinational CIP taxpayer with respect to its international, tax accounting and research credit issues during audit; converted the taxpayer from the FSC to the ETI regime to account for export tax benefits.

Represent multinational chicken producer and meat processor in settling claims with the Department of Treasury and obtaining refunds from Treasury related to Medicare Secondary Payer issues for amounts withheld from monies otherwise owed the company by the federal government.

Represent executive for multinational beverage company with respect to tax issues that arose from his working for the company overseas for 5 years.

Preparing and filing tax-exempt applications for a women’s international entrepreneurial project (Quantum Leaps, Inc.), for a Hispanic business incubator (HACED), for a Hispanic family business foundation, for a softball association, for the Hispanic Contractors of GA (HCAG), for the Hispanic Contractors of the Carolinas (HCAC), the Georgia Hispanic Chamber of Commerce (GHCC), the Southeast Energy Efficiency Association (SEEA),and for the Lisa Lopes Foundation for work in Honduras; represent Tupac Amour Shakur Foundation,  Civil Justice PAC, and the Association of Minority Health Profession Schools on non-profit issues.

Represent various medium and small business taxpayers in updating corporate compliance documents, working with their accountants on issues related to their tax returns, and resolving various state and IRS tax controversies.

Represent professional athletes with multi-state tax allocation issues as a result of playing league sports in numerous states.

Repesent plaintiff at trial regarding tax issues related to awards, settlements and attorney fees.

Prepared and presented a briefing and a paper for the Southern Center for International Studies entitled “A Tax Lawyer’s Reflections on the FSC/ETI Trade Dispute and the Possible $4.043 Billion in Trade Sanctions.”

Prepare Tax Court Petitions and represent numerous clients at appeals regarding various federal tax issues.

Edited articles for the Tax Lawyer on Affiliated and Related Corporations (2003-2006) as a member of the ABA Tax Section’s Teaching Tax Committee; prepared article for publication in the Banking Law Journal entitled “What to Expect in an IRS Audit of a Bank;” prepared and made presentations to the GSCPAs and North Atlanta Tax Counsel on “Reasonable Compensation for Business Owners” on tax-exempts in Georgia, and to the Georgia Association of Women Lawyers at Reynolds Plantation on “Tax Issues Related to Settlements, Awards and Legal Fees.”

Prepared articles for newsletters of the Atlanta Bar and American Association of Attorney CPAs on taxation of legal fees and tax issues related to settlements and awards.

POWELL GOLDSTEIN LLP, Atlanta, Georgia (7/2000 -5/2002) – Counsel 
Continued tax planning, controversy and compliance practice of providing advice on domestic and international, federal and state tax issues focusing on tax accounting and methods, consolidated returns, FSC/ETI export tax benefits, REITs, tax-exempt application, lobbying and bond issues, bankruptcy and valuation issues, and health care and banking industry issues.

Negotiated favorable Appeals Office settlement of accounting method issues (in the context of Chapter 11 Bankruptcy proceedings) for a large national consolidated group in the business of operating and delivering nursing home facilities and services and assisted in NOL carryover and other bankruptcy related tax issues.

Negotiated an audit settlement (resulting in no assessment of tax) with the International Examiner regarding FSC and other international issues for a multinational CEP taxpayer engaged in agricultural product processing.  Prepared calculations and documents to move the FSC into the ETI regime.

Represented multinational CEP taxpayer at Appeals in resolving the application of a Tax Court ruling (related to its prior tax years) on the usage of general business credit carryovers with SRLY and CRCO related issues.

Represented hospital in the audit of its tax-exempt bond issuance focusing on arbitrage issues.

Provided advice and assistance to tax-exempt trade association desiring to get involved in lobbying activities; prepare tax-exempt application for the Intown Jewish Life Center in Atlanta.

Prepared due diligence list, officer’s certificate, opinion letter, and SEC disclosure for REIT rights offering for a large company owning interests in healthcare facilities.

Represented an estate at the examination level in a challenge to the appraisals and the discount factors used to value real estate.

Prepared documentation for offshore trust as well as restructured the international holdings of U.S. property for a Greek citizen; set up several LLCs for a high-tech joint venture.

Edited articles for the Tax Lawyer on Affiliated and Related Corporations (2001) and Practice and Procedure (2002) as a member of the ABA Tax Section’s Teaching Tax Committee; taught seminar on “Taxation of Awards, Settlements and Legal Fees;” prepared seminar on “Multistate Taxation and E-Commerce;” prepared client alerts/presentations on “WTO Challenges to the FSC and ETI Export Regimes,” “What to Expect in an IRS Healthcare Audit,” and “What to Expect in an IRS Bank Audit” (also published on the POGO website); published article in POGO Antitrust Bulletin and in the ABA Antitrust Law Section’s Corporate Counseling Report entitled “Alaska Supreme Court Holds that Price-Fixing Suit Settlement Proceeds are not Subject to Sales Tax.”

BURT, STAPLES & MANER, LLP, Washington, DC - Atlanta, Georgia (2/1996 – 7/2000) 
Partner (2/1998 – 7/2000); Tax Associate (2/1996 - 2/1998) – Responsible for a wide range of federal and state tax controversy issues, compliance for large-case taxpayers, and tax planning. Focused on income tax accounting, FSC, transfer pricing, foreign tax credit, and consolidated return issues.

Audit and Administrative Controversy
Managed five federal audits for large-case taxpayer. Developed audit strategy and drafted responses to information document requests for sensitive issues. Continued representation in Appeals Office negotiations to settle most issues at the administrative level and efficiently close seven other open years.

Represented taxpayer in the business of selling luxury automobiles imported from its foreign parent in the two-year audit of its transfer pricing methods which resulted in no assessment of tax.

Represented taxpayer by drafting technical advice memorandum responses, conducting National Office negotiations, and obtaining closing agreements on the taxpayer’s LIFO inventory methods.

Litigation 
Developed substantive and procedural litigation strategy for Tax Court and Appeals Court cases. Determined attorney staffing and provided estimates to clients of costs and resources necessary for resolution of their disputes. Negotiated with opposing counsel and settled complex issues. Drafted motions, discovery requests and responses, procedural motions, and substantive briefs. Managed client and attorney staff in extensive document production. Major substantive and procedural issues included the application of the SRLY and CRCO rules, the computation of FSC commission, methods of accounting, the deduction of acquisition related expenses, and the deduction of fees incurred in defense of a hostile takeover.

Compliance
Managed in-house U.S. tax department of large multinational corporation engaged in agricultural product processing. Responsible for overseeing the federal and state compliance functions, as well as budgeting, staffing and coordinating with the accounting department.

Worked with large multinational corporation using SAP to develop a system for more efficient tax compliance procedures in an effort to increase the credibility of information on its tax returns.

State Tax Controversy 
Represented taxpayers in state tax controversies. Negotiated with auditors/appellate personnel and worked with state attorneys hired to handle local litigation. Issues included transfer pricing, related-party interest deductions, FSC taxation, and property tax assessments.

DEPARTMENT OF TREASURY, INTERNAL REVENUE SERVICE, OFFICE OF CHIEF COUNSEL,
 Washington, DC (3/1995 - 2/1996) - Attorney-Advisor (Tax) Income Tax and Accounting

Responsible for drafting technical advice memoranda, private letter rulings and revenue rulings and answering legislative and concerned taxpayer inquiries related to Code sections involving timing and recognition of income/deductions, installment sales, like-kind exchanges, involuntary conversions, and capitalization issues. Also responsible for responding to Forms 3115, Application for Change in Accounting Method, for advanced service payments.

DEWEY BALLANTINE LLP, Washington, DC (5/1989 - 8/1989 and 9/1990 - 3/1995) - Tax Associate - Major responsibilities related to tax planning, controversy, litigation, and structured finance transactions.

Worked closely with Gerald A. Kafka (author of treatise Litigation of Federal Civil Tax Controversies) on litigation in Tax Court and several district courts of employee/independent contractor issues for various health services companies, restaurants, trucking companies and the American Trucking Association (an industry test case). Provided advice for various companies on employee/independent contractor related issues and executive compensation arrangements for employment contracts, SEC filings and IPO documents.

Advised clients and provided opinions with respect to various structured finance transactions and products including agency-backed REMICs, mortgaged-backed securities, securitization of auto loans and credit card receivables, original issue discount obligations, variable and contingent rates instruments, and stripped bonds and coupons. Provided advice to large REMIC servicer regarding debt modifications and other servicer related issues. Wrote the chapter on Coupon Stripping for the first edition of David Garlock’s treatise Federal Income Taxation of Debt Instruments and assisted with its revision and the addition of the chapter on Bond Premiums for the second edition.

Organized, set up, and advised numerous tax-exempt organizations and trade associations and assisted them in responding to audit inquiries and in defending their tax-exempt status.

Worked on large-case tax controversies at the audit and appeals stages before the IRS and in tax litigation in the federal courts. Drafted responses to IRS document requests, prepared formal protests and conducted Appeals Office negotiations.

Drafted district court motions, discovery requests, responses, and briefs for a refund suit in district court on behalf of a large multinational corporation engaged in agriculture product processing on the issue of the validity of certain DISC regulations. Assisted in drafting appellate brief in the Seventh Circuit and Supreme Court brief with respect to the same.

EDUCATION

GEORGETOWN UNIVERSITY LAW CENTER, Washington, DC (1990) - J.D. cum laude
LOUISIANA STATE UNIVERSITY, Baton Rouge, LA (1976) - M.A. Administration & Physics CENTENARY COLLEGE OF LOUISIANA, Shreveport, LA (1974) - B.S. cum laude 

BAR ADMISSIONS & PROFESSIONAL ASSOCIATIONS

Virginia State Bar (1990); The District of Columbia Bar (1993) (Tax Section); State Bar of Georgia (2001) (Tax Section Leadership Committee); U.S. Supreme Court Bar;

State Board of CPAs of Louisiana; The Georgia Society of CPAs (Pres. Buckhead Chapter/Tax Leadership Committee, Industry, & Healthcare Sections/Tax Forum Committee/HealthCare Conference Committee); American Institute of CPAs; American Association of Att.–CPAs (Treas./IRS Tax Liaison Committee/VP Georgia Chapter); Atlanta Bar Association (Chair elect Tax Section, Board Solo/Small Firm Sections); American Bar Association (Tax Section - Tax Accounting and Teaching Tax Committees); Lawyers Club of Atlanta (Membership Committee); Georgia Association of Women Lawyers; Atlanta Tax Forum; North Atlanta Tax Counsel (Board); and Beta Gamma Sigma Business Fraternity

COMMUNTY AND CIVIC ASSOCIATIONS

Georgia Hispanic Chamber of Commerce (past Board Member/parliamentarian/Audit Committee; Chair Legislative Committee); Atlanta Women’s Foundation (Atlanta Women in Law); Quantum Leaps, Inc. (formerly Project Tsunami, Inc.; Audit Committee); Hispanic American Center for Economic Development (Former Board Member)

OTHER EXPERIENCE

State of Louisiana - Math/Science Teacher (1974-1983). Accomplishments:  Educator of the Year; published SCORE, a book on teaching students to read science materials.

Treasurer - Campaign for State Superintendent of Education of Louisiana (1987-1988).