Protecting Tax Accrual Workpapers from the IRS

Insights on Taxpayer Confidentiality after the Textron Decision

Recording of a 100-minute CPE webinar with Q&A

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Conducted on Thursday, November 1, 2007

Course Materials


For the last several years, corporate federal income tax professionals and tax counsel have battled the IRS over access to tax accrual workpapers. At the end of August, taxpayers won a key victory in federal district court in the U.S. v. Textron case — but don't expect the IRS to give up.

The court in Textron granted confidentiality privileges for some companies' workpapers, and its decision is instructive for business taxpayers. However, the court upheld the IRS' use of summonses and waived certain confidentiality privileges, so taxpayers remain vulnerable to IRS demands.

The Textron decision focuses new attention on steps corporate taxpayers can take to prevent disclosure of their sensitive tax accrual workpapers, especially given the IRS' more aggressive stance about demanding production.

Listen as our panel of veteran tax legal advisors explains the current state of legal protections for these workpapers in light of Textron and prior court decisions.



The panel will maximize your company's legal rights in these and other aspects of tax accrual workpapers:

  • Work Product Protection: How to effectively argue that workpapers were prepared in advance of litigation, not in the ordinary course of business.
  • Attorney-Client Privilege: How to show that tax counsel was providing legal advice, not merely giving an accounting review.
  • Tax Practitioner Privilege: Circumstances under which your company's in-house tax staff's work qualifies as a legal review.
  • Waiving Privileges: Where taxpayers must be careful of missteps that could force disclosure of otherwise protected workpapers.


Norma J. Schrock
Norma J. Schrock
Executive Director, Tax Quality and Risk Management Group
Ernst & Young

She specializes in federal tax procedure and consults on the application of federal tax procedures to specific factual...  |  Read More

Susan Seabrook
Susan Seabrook
Tax Partner
Latham & Watkins

She specializes in tax controversies and litigation and is active in the ABA Taxation Section. She formerly worked for...  |  Read More

Elizabeth Askey
Elizabeth Askey
Pillsbury Winthrop Shaw Pittman

She specializes in complex tax controversies for multi-national corporations. Previously, Elizabeth was a director at...  |  Read More

Edward L. Froelich
Edward L. Froelich

Of Counsel
Morrison & Foerster

He has represented corporations, partnerships, and individuals in the administrative and litigation stages of a federal...  |  Read More