Tax Law & Planning ✦ Colorado
The Best Tax Case Is the One That Never Starts.
Entity selection, transaction structuring, real estate and retirement strategy, and trust and estate tax planning for Colorado business owners, investors, and families. Advice from an attorney who is also a CPA, written down, priced in advance, and informed by two decades of seeing what the IRS does when the planning was skipped.
Overview
Planning that holds up when someone looks at it later
Tax planning is a set of decisions made before the money moves: which entity earns the income, how a sale is structured, when a gain is recognized, who owns the property, what the trust says. Each decision has a federal consequence and, in Colorado, a simpler state consequence than in most places, because Colorado taxes a flat rate on federal taxable income and has no estate tax. We do this work as an attorney-CPA practice: the legal structure and the tax computation come from the same desk, the advice is delivered in writing, and the positions we recommend are ones we would defend in an audit.
- Entity selection, S corporation elections, and reasonable-compensation planning
- Business sale and acquisition structuring, including installment and earnout terms
- Real estate strategy: 1031 exchanges, cost segregation, and the Colorado property picture
- Trust and estate tax planning, including irrevocable trusts and Form 1041 strategy
- Retirement and self-directed IRA compliance
- Exit tax and international reporting for cross-border clients
- Colorado state tax: DOR matters, home-rule sales tax, and the PTE election
- Written opinions and memoranda that carry penalty protection
Practice Areas
What we plan
Entity Selection & Structuring
LLC, S corporation, or C corporation, decided on the numbers, with the elections filed right the first time.
Entity selection →Colorado State Tax & DOR
Flat-rate income tax, home-rule sales tax, the PTE election, and Department of Revenue disputes.
Colorado state tax →Trust & Estate Tax Planning
Federal estate and gift planning for a state with no estate tax of its own, and the trust income tax that follows.
Trusts & estates →Business Sale & M&A
Asset or stock, installment or lump sum, and what the SBA loan does to the deal.
Business sale →Real Estate Tax Strategy
1031 exchanges, cost segregation, short-term rentals, and Colorado’s property tax and sales tax overlay.
Real estate →Retirement & Self-Directed IRAs
Prohibited transactions, UBIT, and the Colorado retirement subtraction.
Retirement →Exit Tax & International
Expatriation, FBAR and foreign asset reporting, and the streamlined procedures for coming back into compliance.
International →Colorado
The Colorado overlay in one paragraph
Colorado individuals, estates, trusts, and C corporations pay a single flat income tax rate (4.40 percent by statute; 4.25 percent for tax year 2024 under a TABOR refund reduction, back to 4.40 percent for 2025, with each later year subject to its own TABOR determination) on federal taxable income with a short list of state additions and subtractions. There is no Colorado estate or inheritance tax, no local income tax, and no franchise tax. Partnerships and S corporations can elect to pay Colorado tax at the entity level under the SALT Parity Act, restoring the federal deduction for state tax that the individual cap takes away. The state’s complexity lives in sales tax: a 2.9 percent state rate, state-collected county and district taxes, and roughly 70 home-rule municipalities that write their own rules and collect their own tax. Every planning engagement we take on runs the Colorado numbers alongside the federal ones.
The Attorney-CPA Difference
The structure and the spreadsheet come from the same person.
A tax plan has two halves: the legal documents that create the structure and the computation that proves it works. When those halves come from different offices, things fall through the gap: an S election never filed, an operating agreement that breaks the tax allocation, a trust that was supposed to be a grantor trust and isn’t. We do both halves. The plan is modeled before it is drafted, drafted to match the model, and documented in a memorandum you can hand to your accountant or your successor.
- Every recommendation modeled with actual numbers before it is made
- Elections and filings tracked and confirmed, not assumed
- Written memoranda with the authorities for penalty protection
- Colorado and federal consequences computed together
- Coordination with Colorado-licensed counsel on state-law documents where required
Questions & Answers
Tax planning questions Coloradans ask us
What is the difference between tax defense and tax law?
Tax defense is what happens after the problem: the audit, the levy, the unfiled years. Tax law is the work that keeps the problem from happening: choosing the entity, structuring the sale, planning the estate, setting up the retirement account so the rules are followed. The same attorney-CPA does both, which is why our planning advice is shaped by what we see go wrong in enforcement.
How does Colorado tax affect planning?
Less than in high-tax states, which is part of the planning. Colorado taxes individuals, trusts, and corporations at one flat rate on federal taxable income, has no estate or inheritance tax, allows the pass-through entity election that restores the federal SALT deduction for business owners, and has a retirement income subtraction. The complications are on the sales tax side, where about 70 home-rule cities collect their own tax under their own rules.
Can you form my Colorado LLC or corporation?
We advise on the tax structure and the federal elections, prepare the tax-related provisions, and coordinate the Colorado Secretary of State filing and any state-law drafting with Colorado-licensed counsel where required. The entity choice is a tax decision first, and getting it right at formation is far cheaper than fixing it at sale.
Do you give written opinions?
Yes. For transactions where the tax position needs support, we issue a written memorandum or opinion with the authorities analyzed, which also provides the substantial-authority and reasonable-cause protection against penalties if the position is later examined.
Is planning billed hourly?
Most planning projects are quoted as a flat fee for a defined scope: an entity plan, a transaction memo, an estate tax plan. Ongoing advisory relationships are structured as a retainer. Either way you know the cost before the work starts.
Plan the tax before the transaction, not after.
A free planning consultation with an attorney-CPA: the options, the numbers, and a flat fee for the work.