Private Investment Funds and Tax Reform

Carried Interest, Qualified Business Income and Interest Deductions, Sale of Partnership Interests, Computation of UBTI, and More

A live 90-minute CLE/CPE webinar with interactive Q&A

Wednesday, March 28, 2018 (in 4 days)

1:00pm-2:30pm EDT, 10:00am-11:30am PDT

or call 1-800-926-7926

This CLE webinar will provide private equity counsel with a working knowledge of the key provisions of the Tax Cuts and Jobs Act for the private investment fund industry.


On December 22, 2017, President Trump signed into law sweeping tax reform (commonly referred to as the “Tax Cuts and Jobs Act”), generally effective beginning in 2018. The Tax Cuts and Jobs Act introduces a variety of new and revised provisions that will alter the fundamental tax principles upon which many investment and organizational decisions by the private investment industry have been made. Counsel to both fund sponsors and fund investors should have a thorough understanding of these changes.

Significant new provisions include the taxation of carried interest and other partnership interests; the reduction in the corporate tax rate; the ability of partnerships and LLCs, subject to certain limitations, to deduct 20% of qualified business income from their taxable income; Section 163(j) deductions for business interest expense; limitations on excess business losses; and the expansion of the controlled foreign corporation rules.

The Tax Cuts and Jobs Act also includes new rules for computing UBTI and a new ECI withholding regime that impacts not only buyers and sellers of partnership interests, but also the underlying partnerships.

Listen as our authoritative panel analyzes these and other provisions of the new tax reform law that will impact private equity and other investment funds. The panel will discuss the new rules on carried interest, qualified business income, business interest expense, and sale of partnership interests by foreign investors, and more.



  1. Tax reform bill—background and timeline for implementation
  2. Carried interest
  3. 20% Deduction on qualified business income
  4. Gain on sale of interest in partnership engaged in a U.S. trade or business treated as ECI
  5. UBTI computed separately for each trade or business activity
  6. Changes to interest deductibility—implications not only for portfolio companies and leveraged “blocker” corporations
  7. Limitation on excess businesses’ losses for taxpayers other than corporations
  8. Expansion of controlled foreign corporation rules


The panel will review these and other key issues:

  • What constitutes “qualified business income” for purposes of the new 20% deduction?
  • How might the new carried interest provisions impact the alignment of interests between fund sponsors and fund investors?
  • How are foreign investors and tax-exempt investors in private equity funds impacted by the new tax law?
  • How might changes in interest deductibility and the new corporate tax rate affect investment company structures?


May, Arnold
Arnold P. May

Proskauer Rose

Mr. May is a partner in the firm's Tax Department and a member of the Private Investment Funds Group. His practice...  |  Read More

Huber, Brian
Brian D. Huber

Senior Counsel
Proskauer Rose

Mr. Huber's primary focus is tax planning for a broad range of private fund clients. He advises private equity fund...  |  Read More

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