Sean Clancy

Sean Clancy is the team leader of Nixon Peabody’s Tax practice, and a member of the firm’s Public Company Transactions team. He assists clients with a broad range of tax and business planning matters and related tax policy matters.

My focus

Tax Planning

I advise clients on federal tax planning, including assistance in structuring mergers and acquisitions and other transactions. In addition, I counsel private equity funds on domestic and cross-border taxation and corporate finance matters, including mezzanine debt, minority stock and control positions. I also draft and analyze domestic partnership, joint venture, LLC, disregarded entity and other pass-through arrangements.

Executive Compensation/Employment

I assist compensation committees of boards of directors and internal human resources departments with respect to drafting, implementing and administering executive compensation, employment/change of control arrangements and incentive/bonus plans, including state and federal employment tax withholding/reporting obligations and deductibility of compensation, perquisites/fringe benefits and nonqualified deferred compensation.

Corporate Governance/Disclosure

I work with both for-profit and nonprofit clients on corporate formation and governance. In addition, I help analyze and counsel on compliance with the recommended and model pay practices of institutional investors, public interest groups and other stakeholders. I counsel clients regarding compliance with various regulatory (SEC ’33/’34, Sarbanes-Oxley, Dodd-Frank, TARP, Federal Reserve, etc.) and stock exchange (NYSE/NASDAQ) requirements.

Looking ahead

A continued increase in transactions/deal flow, notwithstanding expected legislative change in the federal tax code. Monitoring of federal tax reform proposals is key to advising clients seeking to structure strategic and capital transactions.