Bar Admissions

  • District of Columbia

Court Admissions

  • U.S. Tax Court

Education

  • J.D., University of Virginia School of Law, 1988
    Articles Editor, Journal of Law & Politics
  • B.A., summa cum laude, Catholic University of America, 1985
    Phi Beta Kappa

Memberships

  • District of Columbia Bar, Taxation Section
T +1 202.344.4874
F +1 202.344.8300
 

Stephanie M. Loughlin

Partner

Stephanie Loughlin is a partner in Venable's Tax and Wealth Planning Group with over 25 years' experience in federal income tax and partnership tax, as well as tax planning for business owners and other high net worth clients. She works with clients in varying industries, including media, technology, education, real estate and hospitality.

Joint Venture and Business Transactions Tax

Stephanie advises clients in structuring and negotiating joint ventures, acquisitions and other business transactions. She has represented several private equity funds in connection with the formation of their investment funds as well as with portfolio investments made by the funds. In addition, Stephanie counsels clients on day-to-day operational issues that arise in the joint venture context.

Matters have included:

  • Representation of lead investor in formation and later restructuring rounds of private bio-technology joint venture
  • Tax counsel to founder of chain of U.S. specialty bakeries in negotiation of equity compensation package and amendment of LLC agreement with lead investors
  • Representation of private equity fund in the sale of its portfolio company, a multi-state cable television company for over $1 billion, including negotiation of purchase agreement, pre-sale tax planning, and foreign and state withholding matters

Tax Controversy/Advocacy

A significant part Stephanie's practice entails representing businesses, individuals, and trusts and estates before the IRS and federal courts in tax audits and controversies, many of which have involved the valuation of closely-held media and entertainment businesses. She also assists clients with IRS private letter ruling requests.

Matters have included:
  • Representation of clients in IRS audits (including LB&I and GHW), Appeals, technical advice, CAP, Offshore Voluntary Disclosure Initiative, innocent spouse relief
  • Representation of clients in income, employment, and gift and estate tax controversies, with a focus on complex business valuations and the valuation and tax treatment of intangible assets; cases in Tax Court and U.S. Court of Federal Claims
  • Successful resolution at IRS Appeals of years-long employment tax audit of municipal parks and planning commission
  • Representation of a state corporation commission in IRS private letter ruling request concerning the application of depreciation normalization rules to state utility rate-making

Charitable & Family Planning

Stephanie also assists owners of closely-held businesses and other high net worth individuals in achieving their business succession, estate planning and charitable objectives. She routinely collaborates with clients’ accountants, investment advisors, appraisers and other professional consultants to develop and implement planning that is tax-efficient and tailored to the goals of her clients.

Activities

Stephanie is pro bono legal counsel to a public charity, Nurturing Minds In Africa, and has provided legal assistance to other charities on planned giving and tax compliance matters.