Co-sponsored by the Educational & Memorial Foundation of the Tennessee Society of Certified Public Accountants and the Tennessee Federal Tax Institute. Tennessee Federal Tax Conference Nov. 18-20, 2009 Cool Springs Marriott, Franklin, Tenn.

Conference Schedule Hotel Information Registration Information 4 Easy Ways to Register TSCPA and the Tennessee Federal Tax Institute partner to bring together national and local tax experts to provide an update and analysis of developments and tax saving ideas in this three-day program. This course updates Tennessee CPAs and attorneys on federal and state tax law changes and non-tax related issue changes affecting their professional practices. Exhibitors Lunch Sponsor Visit our exhibitors during registration and networking breaks: BNA CCH The Community Foundation of Middle Tennessee Cost Segregation Services, Inc. Mercer Capital Paychex PICA Thomson Reuters Waller Lansden Dortch & Davis LLP We would like to recognize our lunch sponsor: Reception Sponsors Session Sponsor We would like to recognize our reception sponsors: We would like to recognize our session sponsor:

Course Level: Update
TSBA Subject Code: T/E

Credit Hours:
24 CPE Credit Hours
20 CLE Credit Hours (Including three E/P credit hours.)

Note: Continuing Legal Education Processing Fee: $36

Conference Schedule:

Wednesday, Nov. 18 8 - 8:30 a.m. Registration/Continental Breakfast 8:30 - 8:35 a.m. Opening Remarks/Welcome 8:35 - 10:35 a.m. 1. Recent Developments of Interest to Estate Planners Turney P. Berry, Partner, Wyatt Tarrant & Combs LLP, Louisville, Ky. Includes updates on proposed regulations under section 67, 2036, 2039 and 2053, as well as interesting case-law developments concerning valuation, discount planning, charitable and income tax issues. 10:35 - 10:50 a.m. Networking Break & Exhibit Viewing 10:50 a.m. - 12 p.m. 2. Estate Planning in Down Times with Low Interest Rates Milford B. Hatcher Jr., Of Counsel, Jones Day, Atlanta, Ga. Down markets present special challenges and opportunities. The focus will be on making the most of the challenges presented by underwater freezes and declines in market values between the date of death and alternate valuation date. Also covered will be techniques uniquely suited to capture the historically wide spread between commercially reasonable rates and applicable federal rates. 12 - 1 p.m. Lunch 1 - 2 p.m. 3. Stay Out of the Kitchen: Hot Topics in Tax Controversy Larry A. Campagna, Shareholder, Chamberlain Hrdlicka Attorneys at Law, Houston, Texas This presentation will focus on hot issues in the tax controversy arena. We will cover the new and important topics that impact representation of taxpayers in the fall of 2009. Learn how the IRS war on foreign bank accounts will change the way we must handle voluntary disclosures; how the Office of Professional Responsibility is gearing up to enforce discipline on practitioners under Circular 230; and how the amendments to the Regulations under Section 6694 impact accounting and law practice. As the hot button issues change in the fall of 2009, we will address them right away! 2 - 2:05 p.m. Change Break 2:05 - 3:15 p.m. 4. Ethical Issues in Estate Planning: The Good, The Bad and The Actionable Anne M. McKinney, J.D., Anne M. McKinney, P.C., Knoxville, Tenn. Ever feel as though you’re living your professional life navigating through a mine field? What can you do to be ready for the most common ethical challenges in estate planning? This presentation will address potential ethical explosions and how to defuse them. It’s not just duck and cover any more! 3:15 - 3:30 p.m. Networking Break & Exhibit Viewing 3:30 - 5 p.m. (Concurrent Sessions) 5. Standards for Tennessee CPAs: Important Ethical Concepts, Principles and the Rules for CPAs in Tennessee Douglas E. Warren, CPA, CFE, FCPA, Managing Partner, Warren & Tallent CPAs, PLLC, Sweetwater, Tenn. This session will familiarize and update participants with the Tennessee Accountancy Act and the roles and responsibilities of the Tennessee State Board of Accountancy. You will receive a review of the accountancy laws and rules, as well as the state laws and regulations regarding licensing, continuing education, peer review, disciplinary procedures and more. By increasing your knowledge and understanding of these laws and standards, you will be prepared to legally and ethically address challenges that may arise. 6. How I Have Gotten Away with Representing Families and Family-Owned Businesses for 20 Years Without Getting Sued (Yet) Joe Goodman, Partner, Adams and Reese LLP, Nashville, Tenn. Lawyers (and CPAs and financial planners) face a daunting maze of ethical rules, restrictions, threats and warnings if they wish to represent families in estate planning, wealth planning and family business planning. Who is the client? What is the difference between mere differences of opinion versus substantive conflicts of interest? Anticipating inherent conflicts of interest before they arise. When does intermediation make sense? How to turn a deaf ear to evil and worthless litigation partners. What are the warning signals that the engagement is on the brink of trouble? Identifying healthy, loving, ethical, moral family clients. Identifying bad or high risk clients. When and how to say “no.” Learning to tune out loud academic alarmists like you-know-who. 5 - 6 p.m. Networking Reception - Sponsored by:

Thursday, Nov. 19 8 - 8:30 a.m. Registration/Continental Breakfast 8:30 - 8:35 a.m. Opening Remarks/Welcome 8:35 - 9:55 a.m. 7. “I Know It When I See It” - An Explanation of Nexus Standards and State Responses Loren Chumley, Principal, KPMG LLP, Nashville, Tenn., G. Michael Yopp, Esq., Waller Lansden Dortch & Davis LLP, Nashville, Tenn. and Michael D. Sontag, Esq., Bass Berry & Sims PLC, Nashville, Tenn. This session will provide discussion and explanation of Nexus Standards and state responses. 9:55 - 10:10 a.m. Networking Break & Exhibit Viewing 10:10 - 11:45 a.m. 8. Tennessee Tax Update Reagan Farr, Commissioner, Tennessee Department of Revenue, Nashville, Tenn., G. Michael Yopp, Esq., Waller Lansden Dortch & Davis LLP, Nashville, Tenn. and Michael D. Sontag, Esq., Bass Berry & Sims PLC, Nashville, Tenn. This presentation will review the legislative developments, cases and administrative rulings and notices that have occurred over the prior 12 months in Tennessee taxes. The panel will also attempt to highlight pitfalls and planning opportunities that may arise out of these changes. 11:45 a.m. - 12:15 p.m. Lunch - Sponsored by: 12:15 - 12:45 p.m. 9. Luncheon Presentation: An Economic Outlook Dr. Bill Fox, University of Tennessee, Knoxville, Tenn. 12:45 - 12:50 p.m. Change Break 12:50 -1:40 p.m. 10. Non-Profit Audit Issues Mary Epps, EO Gulf Coast Area Manager, Internal Revenue Service, Atlanta, Ga., and Richard A. Johnson, Attorney-at-Law, Waller Lansden Dortch & Davis, LLP, Nashville, Tenn. A representative from the IRS will provide an update on current non-profit audit issues. 1:40 - 1:45 p.m. Change Break 1:45 - 2:45 p.m. 11. Alternative Minimum Tax – Creating a Paradigm Shift for CPAs and Attorneys Andrea Comeau-Shirley, CPA, Namaste Consulting, LLC, Mableton, Ga. The Alternative Minimum Tax (“AMT”) has overtaken the regular tax in scope and impacts critical decisions for most business owners. Many advisors continue to operate using old assumptions which may be inadvertently creating additional AMT liabilities for their clients. Surprisingly AMT could change choice of entity preferences, compensation structures and other areas for your clients and companies. This session will help consultants identify pitfalls and planning opportunities that may arise so long as the AMT regime continues to receive only annual patch-updates. Emphasis will be placed on practical planning aspects (rather than reporting for AMT on returns). 2:45 - 3 p.m. Networking Break & Exhibit Viewing 3 - 4 p.m. (Concurrent Sessions) 12. IRS Collection Issues: Bankruptcy vs. IRS Administrative Options Wm. Robert Pope Jr., Attorney, White & Reasor, PLC, Nashville, Tenn. Unpaid taxes and bankruptcy: two items that CPAs do not want to see in their client mix. In the next two to three years, unpaid taxes and bankruptcy will become a part of every CPA’s practice. Taxes can be resolved in bankruptcy, with no other debt at issue. Some income taxes can be discharged or paid out over extended periods, without IRS approval. The IRS offers a variety of administrative options to resolve unpaid taxes. 13. Tax Accounting Methods Update Kristy Tinsley, Senior Manager, Business Tax Services, Ernst & Young LLP, Nashville, Tenn. The economic downturn and the liquidity crunch has caused significant shifts in companies’ balance sheets and raised the importance of tax planning related to tax accounting method opportunities. This session will focus on accounting method opportunities to generate cash, and will also cover issues being raised on examination, as well as other recent and relevant updates in the tax accounting methods area. 14. Intermediate Estate Planning: Beyond the Basics Bryan Howard, JD, LLM, Howard & Mobley, PLLC, Nashville, Tenn. You will learn estate planning strategies that save estate, gift and income taxes and provide asset protection for your clients. Topics covered will include reducing taxes on marital trusts, dealing with different exemptions for Tennessee and the IRS, grantor trusts, and how to cope with shifty federal estate tax legislation. 4 - 4:05 p.m. Change Break 4:05 - 5:05 p.m. (Concurrent Sessions) 15. 2010 Planning Topics Salvatore Geraci, MBA, CFP, CPA, HHM Wealth Advisors LLC, Chattanooga, Tenn., J. Leigh Griffith, JD, LLM, CPA, Waller Lansden Dortch & Davis, LLP, Nashville, Tenn. and Bryan Howard, JD, LLM, Howard & Mobley, PLLC, Nashville, Tenn. Join this session as they discuss 2010 planning topics including ROTH conversion and Sec. 108. 16. Recent Developments in Federal Corporate Tax Joseph W. Gibbs, Partner, and Mark W. Miller, Partner, Bradley Arant Boult Cummings, LLP, Nashville, Tenn. This session will highlight recent developments in federal corporate tax. 17. Bear Market Compensation: An Update on Tax Rules and Other Limitations James M. McCarten, White & Reasor, PLC, Nashville, Tenn. and James Bristol, Waller Lansden Dortch & Davis, LLP, Nashville, Tenn. More and more the Administration and Congress are revealing their hostility toward the manner in which companies from Wall Street to Main Street are making compensation decisions. There is even a compensation czar to “fix” the perceived problem. In addition, the IRS continues to push enforcement of its 409A deferred compensation rules that apply to nearly ALL employers. This program will provide an overview of the newest legislative, administrative and judicial developments affecting how your client companies can compensate their owners and key executives. 5:05 - 6:05 p.m. Networking Reception - Sponsored by:

Friday, Nov. 20 7:30 - 8 a.m. Registration/Continental Breakfast 8 - 8:05 a.m. Opening Remarks/Welcome 8:05 - 9:35 a.m. 18. Limited Liability Entities: LLCs, LLPs, & Limited Partnerships in Tough Economic Times Robert R. Keatinge, Of Counsel, Holland & Hart LLP, Denver, Colo. This session will focus on current developments in tax and business aspects of alternative entities in economically uncertain times. The discussion will include some thoughts on tax opportunities and risks for partners in partnerships during times of fluctuating values, cancellation of indebtedness and state law liability issues. 9:35 - 9:40 a.m. Change Break 9:40 - 10:40 a.m. 19. U.S. International Taxation: 2009 Timothy G. Phillips, CPA, Coulter & Justus, PC, Knoxville, Tenn. The need to understand the basics of multi-jurisdictional taxation is reflected in the global expansion of business operations and e-commerce. Both domestic and foreign businesses recognize the enhanced efficiency of capital markets and opportunities of multi-jurisdictional business transactions with increasing frequency. CPAs and tax attorneys recognize the need to be proactive in the development of international service capabilities via CPE and CLE focused beyond their shores to enhance their abilities and resources to continue to fully service their clients’ needs as they expand internationally. 10:40 - 10:55 a.m. Networking Break & Exhibit Viewing 10:55 a.m. - 12:10 p.m. 20. Tax Planning for Real Estate Owners and Developers in These Troubled Economic Times Stefan F. Tucker, Esq., Partner, Venable LLP, Washington, D.C. This session will cover the impact of these troubled economic times on real estate developers and owners. This will include not only issues of restructuring debt and the cancellation of indebtedness, but also the potential for restructuring entities in order either to bring in lenders as members or to admit new members in order to obtain their cash infusions. 12:10 - 1 p.m. Lunch 1 - 2 p.m. 21. Opportunities for Substantial Tax-Sheltering Using Qualified Retirement Plans Michael E. Wesson, CPC, CEBS, Principal, Acuff & Associates, Inc., Brentwood, Tenn. Traditional ideas in qualified retirement plans are making a comeback for closely-held business owners and professional practice. In this session, an experienced retirement plan architect will give a detailed overview of what types of qualified plans are available. You will learn more about cross-tested profit sharing plans, traditional defined benefit plans and cash balance pension plans. This interactive session will also cover how Roth 401(k)s can fit in both tax and distribution planning and asset allocation strategies. 2 - 2:15 p.m. Networking Break & Exhibit Viewing 2:15 - 4:05 p.m. 22. Recent Developments in Federal Income Taxation Ira B. Shepard, Esq., Professor of Law, University of Houston Law Center, Houston, Texas This presentation will cover recent cases, legislation and regulatory and administrative developments over the past 12 months. 4:05 p.m. Conference Adjourns

Hotel Information:

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Registration Information

Enroll soon because space is limited. Register by Nov. 3 to pay the discounted registration fee. Registrations must be received seven days prior to the event in order to guarantee a seat and course materials. Allow approximately one week for receipt of confirmation.

Cancellations and Substitutions: Cancellations received by Nov. 3 will be assessed a $30 administrative fee. Cancellations received between Nov. 11 and 17 will be subject to a cancellation fee of 50 percent of the program fee. No refunds are given on or after the date of the program. A $30 administrative fee will be assessed for all substitutions and transfers. Registrants may substitute another individual up to the day before the conference. TSCPA must be notified in advance to ensure proper CPE/CLE credit.

Registration Fee Includes: conference, session highlights, continental breakfast, lunch, refreshment breaks, and receptions

CLE (Continuing Legal Education) Credit: The Tennessee Society of CPAs has conference agendas for sponsor status for continuing legal education (CLE) in Tennessee. If you would like to receive CLE credit for approved courses, you must advise TSCPA in advance and provide your board of professional responsibility (BPR) number so that the proper paperwork can be completed, and you must remit $36 in addition to the regular course fee to cover administrative costs.

Suggested Dress: business casual.

TSCPA provides you with a Proof of Attendance that serves as your permanent record of participation. The Proof of Attendance, noting the credits earned, will be e-mailed within two weeks of the program.

If you have special needs under the Americans with Disabilities Act, please attach a written description or call the society office at 615/377-3825 or 1-800/762-0272.

4 Easy Ways to Register

By Internet
Online Registration

By Fax
615/309-8054 or 615/377-3904

By Mail
Mail completed registration form and payment to:
Educational & Memorial Foundation of TSCPA
201 Powell Place, Brentwood, TN 37027

By Phone
1-800/762-0272 or 615/377-3825

The Tennessee Society of CPAs is partnering with the Tennessee Federal Tax Institute to offer this joint conference.