Sara Jane Holland

Partner

Sara Holland is a partner in the Newark and New York offices of Lewis Brisbois and a member of the Corporate and Tax Practices. Sara Holland regularly serves as tax and corporate counsel in connection with mergers and acquisitions, the sale or purchase of partnership or membership interests, stock redemptions, tax-free reorganizations and maximizing the benefits of tax credits. Ms. Holland works with business owners to create the most tax efficient choice of entity, and takes a hands-on approach to the negotiating and drafting of transactional and operational business documents. Ms. Holland drafts tax memoranda on an array of U.S.-side tax issues that arise in connection with business transactions. She also advises clients on tax filings at both the entity level and individual level.

After practicing at a prominent New Jersey law firm, Ms. Holland joined Lewis Brisbois in 2019. She regularly serves as tax counsel on a wide range of corporate and business transactions, which include:

  • Tax counsel to mezzanine lender and collateral agent on multi-million dollar partial repayment of indebtedness and collateral surrender transaction
  • Tax counsel (U.S.-side) on cross-border recapitalization of corporate stock followed by upstream merger with affiliated foreign parent corporation
  • Tax counsel to foreign-owned U.S. corporation in the petroleum industry regarding state and federal tax consequences of buy/sell transactions including income, franchise, and excise taxes, and import/export tariffs
  • Represents international client on U.S.-side tax matters relating to U.S. sourced royalties
  • Serves on national M&A deal teams across an array of industries including hotel and restaurant management and manufacturers with unionized workforces
  • Represents corporate clients on federal and state tax appeals
  • Represents start-ups across varied manufacturing and services industries, including the event planning and public relations space, and counsels her clients on the most tax-efficient choice of entity, place of formation, and terms of operating agreement
  • Serves as tax counsel on 1031 like-kind exchanges

Ms. Holland regularly serves as tax counsel in connection with tax-free reorganizations and maximizing the tax benefits of tax credits. Ms. Holland works with business owners to create partnerships, limited liability companies, and corporate entities, including entity formation and the tax considerations of such ventures. She also advises clients on the tax and business implications of buying or selling partnership interests, membership interests, and shareholder interests, as well as the tax filings at both the entity level and partner/member/shareholderlevel. Ms. Holland frequently counsels her clients on the drafting and revising of partnership agreements, operating agreements, and shareholder agreements. Ms. Holland counsels her clients on 1031 exchanges, Qualified Opportunity Zones, SALT, energy credits, exempt organization law, and asset protection following major liquidity events. Her corporate clients are located nationwide and internationally, which allows Ms. Holland to work closely with her business practice group colleagues located in Lewis Brisbois offices across the country. Ms. Holland continues to represent exempt organizations and guides her nonprofit clients on matters relating to programming, corporate governance, state and federal exempt organization law. Ms. Holland is on faculty with leading CLE platforms for which she presents on tax issues, most recently speaking on Qualified Opportunity Zones, renewable energy credits, 1031 like-kind exchanges, and asset protection.

Pro Bono & Philanthropy

Volunteer attorney with Trial Lawyers Care, Inc. and represented two families who brought claims with the September 11th Victims’ Compensation Fund.

Professional Presentations

  • Presenter, “Opportunity Zone Funds Due Diligence: Practical Tips and Strategies Explored,” The Knowledge Group, December 18, 2019.
  • Presenter, “Strategies for Maximizing the Tax Benefits of 1031 Tax-Deferred Exchanges, Renewable Energy Credits, and Asset Protection Trusts,” Lawline, December 5, 2019.  
  • Presenter, “Maximizing the Tax Benefits for Your Business,” 1031 Tax-Deferred Exchanges and Renewable Energy Credits Breakfast Briefing and Webinar, August 22, 2019.
  • Co-Presenter at Estate Planning and Wealth Management Seminar hosted by Peapack Gladstone Bank, December 2016.
  • Co-Presenter, “Strategies for Businesses to Generate Cash & Pay Less in Taxes Under the CARES Act,” May 1, 2020 (view this webinar below)
     

Admissions

  • State Bar Admissions
    • New Jersey
    • New York
  • State Supreme Courts
    • New Jersey Supreme Court
    • State of New York Court of Appeals

Admissions

New York

New Jersey

New Jersey Supreme Court

State of New York Court of Appeals

Associations

FemCity, South Orange, New Jersey Chapter

Education

Temple University School of Law

LLM in Taxation, 2015

Villanova University School of Law

Juris Doctor, 1997

University of Massachusetts at Amherst

Bachelor of Arts in Psychology and Legal Studies, cum laude

  • Golden Key Honor Society

Representative Matters

  •  Tax counsel for West Coast based insurer in connection with federal and state tax appeals
  • Tax counsel for mezzanine lender in connection with collateral foreclosure action
  • Tax counsel for cross border entities in connection with debt-to-equity recapitalization and subsequent mergers with provision of U.S. tax memorandum to foreign stock exchange
  • Tax and corporate counsel for parties to membership redemption and cross-purchase transactions
  • Tax counsel to European corporation in connection with U.S. sourced royalty payments and requisite IRS tax filings
  • Tax and corporate counsel to limited liability company and partnership startups
  • Outside general counsel to NJ SHARES, Inc., a 501(c)(3) organization that connects low and moderate-income households with energy (gas, electric), water, communications, and environmental resources.
  • Seller-side counsel on multi-million dollar stock and asset purchases across various industries, including restaurants and hotels, and manufacturing entities.
  • Provided tax counsel on a wide range of tax matters, including the proper structure of exempt organization and for profit business ventures, the sale of intellectual property assets, asset protection and tax deferral following major liquidity events, 1031 exchanges and renewable energy credits.
  • Lead seller-side counsel on $95 million-dollar asset sale of regional pest control company to international private equity fund in 2017.
  • Outside general counsel to The Foundation for University Hospital, a 501(c)(3) organization, which supports University Hospital, a Level One trauma center in Newark, New Jersey.
  • Serves as outside counsel to the US-Mexico Border Health Commission, a 501(c)(3) organization under the auspices of the Mexican Consulate.
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