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Jonathan Prokup specializes in international tax planning, controversies, and litigation, with particular expertise in transfer pricing and cross-border financial transactions, including the structuring and defense of sale-leaseback transactions, synthetic leases, repurchase agreements, and illiquid swap contracts.  His clients include both domestic- and foreign-based multinational companies as well as a variety of individuals and startup ventures.

Mr. Prokup has achieved numerous favorable outcomes for his clients in administrative disputes with the IRS, including, for example, a full concession on a proposed disallowance of $42 million of interest deductions attributable to a cross-border repurchase agreement.  He has also represented clients in many transfer pricing disputes involving commission arrangements, royalties, financial transactions, and captive insurance arrangements.

A frequent speaker and author on the topics of transfer pricing and economic substance, Mr. Prokup has been named a "promising talent" and recognized for his transfer pricing expertise in the Legal 500 Guide to the U.S. Legal Profession.

Significant Cases

• Colorcon, Inc. v. United States, Docket No. 09-594T (Fed. Cl., filed Sep. 9, 2009) (claim of accrued interest deduction arising from short-form merger).
• WFC Holdings Corp. v. United States, Docket No. 07cv3320 (D.Minn., filed Jul. 13, 2007) (claim of $423 million capital loss from the sale of stock in a real estate subsidiary).
• Browning Ferris Industries, Inc. & Subsidiaries v. United States, 75 Fed.Cl. 591 (2007) (issue of first impression involving taxpayer's dismissal of its own complaint).
• Black & Decker Corp. v. United States, 340 F. Supp. 2d 621 (D. Md. 2004), aff'd in part, rev'd in part and remanded, 436 F.3d 431 (4th Cir. 2006) (claim of $560 million capital loss from the sale of stock in a health-care management subsidiary).
• Kohler Co. v. United States, 468 F.3d 1032 (7th Cir. 2006), aff'g 387 F.Supp.2d 921 (E.D. Wis. 2005) (affirming summary judgment in favor of taxpayer that participation in debt-equity swap did not produce short-term capital gain).
• Weyerhaeuser Company and Subsidiaries v. Commissioner, Docket No. 004712-05 (Tax Court, settled 2005) (qualification of a recycling facility for tax-exempt financing).

News

• CHWWA Philadelphia Shareholder Jonathan Prokup on Fox Business News
  January 2012
• Legal 500 Again Names Chamberlain Hrdlicka as Preeminent in Tax Controversy
  June 2010
• First Circuit Upholds Work Product Protection For Tax Accrual Workpapers
  January 2009
• Black & Decker Contingent Liability Tax Refund Case Settles
  December 14, 2007

Articles & Publications

• Debt and Taxes: Rethinking the Tax Consequences of the Treasury Department's 2008 Capital Purchase Program, Journal of Taxation and Regulation of Financial Institution (forthcoming 2011) (with Dustin Covello).
• Transfer Pricing Dispute Resolution - United States, BNA Transfer Pricing Forum Vol. 2, No. 4, September 2011 (with Dustin Covello).
• Codification of the Economic Substance Doctrine - A Legislative Paradox, Taxes Vol. 89, No. 4, April 2011.
• The IRS Enforcement Team Heads to Court: US Tax Cases of Importance to Canadian Practitioners, Canadian Tax Foundation 2006 Annual Conference, January 2007 (with David Blair).
• Down with Disclosure, Journal of Tax Practice and Procedure, April-May 2006.
• 2005 Important Developments in Real Estate Taxes, The Tax Lawyer, Vol. 58, No. 4, Summer 2005.
• Targeted Solution, Private Equity Manager, December 2004 (with Michael Hirschfeld).

Selected Blog Posts

• Fox Business Interview: OVDI, FBARs, And The Economic Benefits Of A Repatriation Holiday (Jan. 17, 2012)
• If MF Global Lost My Money, Do I At Least Get A Tax Deduction (December 14, 2011)
• Alphabet Soup: HSBC, FBAR And OVDI (Offshore Voluntary Disclosure Initiative) For Foreign Bank Accounts (Apr. 14, 2011)
  
• Treasury Finalizes New Debt Modification Regulations (Jan. 10, 2011)
  
• The Reporting Requirements for Deferred Tax Assets Under Schedule UTP: IRS Instructions Muddy the Waters (Nov. 23, 2010)
• Curiouser and Curiouser: The Sourcing of Guarantee Fees Rises Again (Nov. 8, 2010)
  
• The Workpaper Battle Continues: United States v Deloitte LLP (Jun. 30, 2010)
• When Is Debt No Longer Debt?  Treasury Proposes To Ease Debt-Modification Regulations (Jun. 18, 2010)
  
• After The Flood: Has Codification Changed Economic Substance? (Mar. 27, 2010)

Seminars & Presentations

• Return Preparation 2012
  The Lawyer's Perspective
  May 9, 2012
• International Tax Group (Dublin, Ireland)
  Beneficial Ownership in U.S. Tax Law
  September 2011
• Leveraged Partnership Transactions and Tax Opinions Since Canal Corp.
  Structuring Transactions and Tax Advisor Engagements to Withstand IRS Scrutiny and Avoid Penalties
  June 22, 2011
• Resolving IRS Tax Controversies (Chicago)
  Current Developments and Hot Topics
  April 12, 2011
• Chicago Tax Club
  Economic Substance And International Tax Law Following Codification
  April 11, 2011
• Mayo Foundation v. U.S.: Supreme Court Applies Chevron Analysis to Tax Cases
  Understanding the Implications of Giving Deference to IRS Regulations
  March 23, 2011

Professional Affiliations

• American Bar Association, Section of Taxation
• International Fiscal Association