Michael J. Herzog
Board of Directors
Chair, Budget and Finance Committee
Michael Herzog on the New Flat Tax Rate for C-Corps
Michael Herzog, a member of Eckert Seamans' Tax Group and Pittsburgh office, discusses the new tax bracket for C-corporations that has business entities questioning whether they should change the form of entity to take advantage of the flat 21% tax rate.WATCH VIDEO
Mike Herzog concentrates his practice on a variety of tax matters and employee benefits counseling. His tax practice is informed by his experience as a CPA. Prior to joining the firm, he served as a tax consultant for a Big Five accounting firm. He assists clients with the tax implications of business restructurings, international transactions, mergers and acquisitions, multistate tax matters, and federal, state, and local tax controversies. Mike also counsels clients on due diligence reviews, securing federal and state tax incentives for the production and conservation of energy and natural resources, technical research and the formation of nonprofit entities, and the drafting of tax memoranda, tax return compliance, and tax return reviews.
Since the passage of the multiple rounds of coronavirus stimulus legislation in 2020, Mike has assisted clients with the tax and employee benefit implications of the various COVID-19 relief efforts. In particular, he has advised on the refundable payroll tax credits for paid leave (expanded FMLA and emergency paid sick leave) for workers under the Families First Coronavirus Response Act, employee retention credits, and the deferral of employment tax deposits and payments available under the CARES Act, and the interplay of these provisions with the Small Business Administration’s Paycheck Protection Program for those employers who receive PPP loan proceeds.
Following the passage of the Tax Cuts and Jobs Act of 2017, Mike has worked closely with colleagues in the firm’s interdisciplinary Opportunity Zone Practice Group to assist individuals, partnerships, and economic development organizations in attracting, structuring, and establishing Qualified Opportunity Funds and Qualified Opportunity Zone Businesses to maximize the federal Qualified Opportunity Zone tax incentives.
Within his employee benefits practice, Mike advises clients on tax-qualified retirement plans, executive compensation matters, and the tax implications of various employee benefit programs.
Mike is a member of the firm’s Regulated Substances Group, a multi-disciplinary team of lawyers and government affairs professionals who advise clients establishing and operating businesses involved in the financing, manufacturing, processing, distribution, marketing, and retail sale of marijuana for medical use. He helps clients navigate tax and other complex legal and regulatory issues surrounding the fast-growing business of medical cannabis.
Mike previously served as a member of the firm’s Associates Committee.
- Successfully assisted multiple clients with making Pennsylvania Department of Revenue Tax Amnesty Program disclosures for sales/use tax, capital stock tax and gross receipts tax.
- Assisted client with the Massachusetts gross receipts taxation upon the distribution of electricity.
- Assists clients with the tax implications of business restructurings, international transactions, mergers and acquisitions, due diligence reviews, technical research and drafting of tax memoranda, tax and information return compliance, tax return reviews, and general tax advisory services.
- Advises clients on the many aspects of multistate tax matters for large organizations and international airlines, including income and franchise tax, sales and use tax, and payroll tax matters.
- Advises individuals, business owners, and executives in various aspects of federal, state, and local taxation, including client representation before a variety of tax jurisdictions for audit defenses, settlement representation, tax credit litigation, administrative appeals, and refund claims.
- Successfully represented multiple clients regarding potential Internal Revenue Service trust fund recovery penalties for federal payroll taxes.
- Assists clients in securing federal and state tax incentives for the production and conservation of energy and natural resources, including oil and gas production from the Marcellus Shale.
- Advises clients with making IRS Offshore Voluntary Disclosure Initiative (OVDI) submissions and annual Reports of Foreign Bank and Financial Accounts (FBARs).
- Assists clients with tax return compliance matters, such as the preparation of black lung trust tax returns, individual income tax returns (resident and non-resident), and returns for private foundations.
- Represents clients in summons enforcement tax shelter matters and criminal tax investigations for alleged tax evasion and tax fraud allegations.
- Assists clients in the formation of nonprofit entities, advises nonprofit board of directors as to various tax matters, assists clients in fulfilling their tax compliance filing obligations, and resolves resolves tax controversies for numerous nonprofit entities.
- Advises clients in the employee benefits area with an emphasis on tax-qualified retirement plans and executive compensation matters, particularly the treatment of employee benefits in merger and acquisitions, the various uses of employee stock ownership plans (ESOPs), qualified and nonqualified stock options and other equity-based compensation vehicles, and tax rules regarding deferred compensation.
- Prepares Internal Revenue Service determination letter requests, reviews annual returns/reports of employee benefit plans, files voluntary compliance program submissions with the IRS and U.S. Department of Labor, assists clients with the termination of qualified retirement plans, and advises plan sponsors as to the tax consequences of day-to-day plan operations;
- Assist public sector clients in designing and maintaining compliance with employer-sponsored health and life insurance plans and disability benefits, as well as defined benefit pension plans and defined contribution plans, including profit-sharing, thrift savings and stock ownership plans.
- Allegheny County Bar Association, Past President of the Tax Section, 2012-2013
- American Bar Association
Awards and Recognition:
- Selected for inclusion in Pennsylvania Super Lawyers – Rising Star
News and Insights
- “Pennsylvania lawmakers approved a $45.2 billion spending plan, including a tax code reform package,” Eckert Seamans’ Tax Law Update, July 18, 2022.
- “Tax Provisions of the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”),” Eckert Seamans’ Tax Alert, March 2020.
- “How does the Tax Cuts and Jobs Act impact your construction business?” Eckert Seamans’ Construction Law Update, Spring 2018.
- “Legal Issues Impacting Mcare Refund Assignment and Claim Decisions,” Quick Consult, a publication of the Pennsylvania Medical Society, March 2015.
- “Marcellus Shale Impact Fee Alert – If You Drill It, You Will Pay,” Eckert Seamans’ Energy Alert, February 2012.
- “Sales tax savings upon registering motor vehicles in PA,” Eckert Seamans’ Construction Law Update, Spring 2011.
- “Independent contractor/worker misclassification for the construction industry,” Eckert Seamans’ Construction Law Update, Fall 2010.
- “Tax considerations in construction bidding,” Eckert Seamans’ Construction Law Update, Fall 2008.
- “Pennsylvania business privilege tax applies to job-site trailers,” Eckert Seamans’ Construction Law Update, Winter 2008.
- “Raising The Red Flags: Avoiding A Tax Audit (Pt. 1),” KDKA News, March 24, 2022.
- “IRA Withdrawals,” KDKA Newsradio 1020, July 1, 2021.
- “Tax Day: Understanding The Extended Tax Deadline In Pennsylvania,” Part 1 and Part 2, KDKA Newsradio 1020, April 15, 2021.
- “Tax attorney: some taxes still have to be filed in spite of the extension of May 15,” KDKA Newsradio 1020, April 14, 2021.
- “Are credit cards rewards taxable income?” Fox Business News, March 2020.
- “Should You Max Out Your 401(k)?” U.S. News and World Report, January 2020.
- Radio interview with Lynn Hayes-Freeland about tax filing tips for retirees, KDKA Newsradio 1020, April 2, 2019.
- “2019 Tax Filing Tips for Retirees,” U.S. News and World Report, January 2019.
- “Racing the tax law changes: All they want for Christmas is a speedy divorce,” Pittsburgh Post-Gazette, December 2018.
- “Reviewing the American Rescue Plan Act,” co-presented at the Pennsylvania State Association of Boroughs Virtual Seminar, May 2021.
- “How Does Tax Reform Impact You and Your Business?” presenter, Eckert Seamans’ Continuing Legal Education Seminar, August 2018.
- “The Tax Cuts and Jobs Act,” presented to the Business Forums International Group of Pittsburgh Professionals, February 8, 2018.
- “ACA Reporting and Cadillac Tax,” co-presenter to the certified public accountants of Grossman Yanak & Ford LLP, August 26, 2015.
Mike coaches youth soccer for the North Allegheny Soccer Club and is a Little League baseball coach for the Ingomar Franklin Park Little League. He is also a member of the National Eagle Scout Association, enjoys playing golf in his free time and spending time with his family.