Michele Gibbs Itri
Partner itri@thsh.com 212-508-6732 LinkedIn
Practice Areas
Areas of Focus
- Investment Management
- Tax Law
Michele Gibbs Itri
Partner itri@thsh.com 212-508-6732 LinkedIn
Practice Areas
Areas of Focus
- Investment Management
- Tax Law
Biography
Tax Matters: Michele K. Gibbs works closely with clients to structure transactions to achieve that most favorable tax results. Her practice encompasses all aspects of federal, state, local and international taxation, with an emphasis on onshore and offshore investment funds, venture capital transactions, corporate acquisitions, financial instruments and real estate acquisitions and dispositions.
Investment Management: Michele assists clients in the structuring of onshore and offshore investment funds (such as general equity funds, fund of funds, distressed debt funds, arbitrage funds and global macro funds).
Corporate Matters: Michele assists clients in the structuring and organization of private partnerships and limited liability companies (primarily investment management and real estate management companies and start-ups).
Education
College:
- Colgate University, 1995, B.A. Economics and International Relations (with honors)
- Honors: Summa Cum Laude; Phi Beta Kappa
Law School:
- Harvard Law School, 1998, J.D.
Prior Affiliations
- Dewey Ballantine, LLP 1998-2000
- Paul, Weiss, Rifkind, Wharton & Garrison 2000-2002
Memberships
Professional:
- New York Bar Association
Bar Admissions
- New York
Case Studies
- Structuring and Formation of U.S. Real Estate-Focused Private Equity Fund
- Structure of grant of LLC interests to employees on a tax-free basis
- Streamlining of Multi-Faceted Investment Platform’s Ownership Structure
- Sale of Family-Owned Business to Private Equity Investor
- Hedge Fund Sells Controlling Interest to an Insurance Company
- Negotiation of Wealth Management Group’s Relationship with Large Investment Bank
- Acquisition of a controlling interest in a joint venture formed to acquire and develop multifamily housing units and a church
- Structure of non-U.S. investment adviser’s U.S. broker-dealer on a tax efficient basis
Publications
- How the SEC’s Proposed New Safeguarding Rule May Impact Private Fund Advisers
- SEC Releases Examination Priorities for 2023
- SEC Risk Alert on New Marketing Rule
- Senate Democrats Propose Carried Interest Tax Reform
- Recent SEC ESG-Related Actions Impacting Investment Advisers and Investment Funds
- What are the SEC Examination Priorities for 2022?
- SEC Proposes Significant Changes to Regulation of Private Fund Advisers
- Form SHC (U.S. Ownership of Foreign Securities): Friday, March 4th filing deadline
- New York Eases Tax Burden of Partners of Partnerships and Shareholders of S Corps
- COVID-19 AID TO EMPLOYEES: Payroll Tax Deferral
- Investment Fund Seeding – Structures and Negotiable Terms
- CARES Act Provides Tax Relief for Businesses
- Coronavirus Update - SEC Issues Limited Form ADV and Form PF Filing Relief to Private Fund Managers
- Coronavirus Update – SEC Issues Limited Form ADV and Form PF Filing Relief to Investment Advisers
- Distribution & Agency 2020 – United States
- SEC Approves Regulation Best Interest
- Treasury clarifies the qualified opportunity zone program with additional guidance
- Distribution & Agency 2019 – United States
- The Tax Cuts and Jobs Act One Year Later – Updates and Structuring Considerations for Private Funds and Their Managers
- Proposed Regulations Clarify Certain Open Issues on the Opportunity Zone Tax Incentive Program
- Top Six Advisory Fee and Expense Deficiencies Identified by OCIE
- Distribution & Agency 2018 - Q&A on the distribution of goods and services in 18 jurisdictions worldwide
- The Tax Cuts and Jobs Act 2 Months Later - Considerations for Hedge Funds, Private Equity Funds and Their Fund Managers
- SEC Announces 2018 Examination Priorities
- So You Want to Manage a Cryptocurrency Fund? U.S. Regulatory Rules to Consider First
- General Data Protection Regulation Affects Investment Advisors with EU Clientele
- “Who Is Who?” and “Who Owns Whom?”- Are You Ready for LEIs?
- SEC Amendments to Form ADV Effective on October 1, 2017
- Dramatic Changes to Partnership Audit Rules Will Impact Private Investment Funds and other Partnerships
News
Events
- Raising Capital for Investment Funds: Analyzing the Current State of the Market | Lawline • 11.06.2020
- ESG 2021: Investing smarter • 10.22.2020
- Webinar - How Your Business Can Benefit from the CARES Act • 04.03.2020
- Alternative Investments 2020 • 11.19.2019
- Private Fund Structuring & Marketing Best Practices • 06.18.2019
- Due Diligence Before Investing • 05.07.2019
- ESG Event: Panel Discussion on Socially Responsible Investing • 02.27.2019
- What is a 'Private Fund? – Financial Poise Webinar • 02.05.2019
- Alternative Investments 2019 • 11.27.2018
- What Managers Need To Know In 2018 • 03.22.2018
- Implications of the Tax Reform Package: Insights & Considerations for 2018 & Beyond • 03.15.2018
- Impact of the Tax Reform on Investment Managers • 02.13.2018
- Hedge Fund 2018 • 11.28.2017
- State sourcing income rules and considerations or hedge and private equity funds • 06.28.2017
- Changes to Partnership Audit Rules: What Investment Funds and Other Partnerships Need to Know • 02.08.2017
- Hedge Fund Tax 101 and K-1 Boot Camp • 01.23.2017
- Webcast: Accommodating Non-U.S. Investors: Structuring Real Estate and Other Fund Investments to Minimize U.S. Tax Impacts • 09.15.2016
- Accommodating Non-U.S. Investors – Structuring Real Estate and Other Fund Investments to Minimize U.S. Tax Impacts • 03.08.2016
- A Guide to Introducing International Products and Services to the U.S. Market • 05.13.2015
Biography
Tax Matters: Michele K. Gibbs works closely with clients to structure transactions to achieve that most favorable tax results. Her practice encompasses all aspects of federal, state, local and international taxation, with an emphasis on onshore and offshore investment funds, venture capital transactions, corporate acquisitions, financial instruments and real estate acquisitions and dispositions.
Investment Management: Michele assists clients in the structuring of onshore and offshore investment funds (such as general equity funds, fund of funds, distressed debt funds, arbitrage funds and global macro funds).
Corporate Matters: Michele assists clients in the structuring and organization of private partnerships and limited liability companies (primarily investment management and real estate management companies and start-ups).
Education
College:
- Colgate University, 1995, B.A. Economics and International Relations (with honors)
- Honors: Summa Cum Laude; Phi Beta Kappa
Law School:
- Harvard Law School, 1998, J.D.
Prior Affiliations
- Dewey Ballantine, LLP 1998-2000
- Paul, Weiss, Rifkind, Wharton & Garrison 2000-2002
Memberships
Professional:
- New York Bar Association
Bar Admissions
- New York
Case Studies
- Structuring and Formation of U.S. Real Estate-Focused Private Equity Fund
- Structure of grant of LLC interests to employees on a tax-free basis
- Streamlining of Multi-Faceted Investment Platform’s Ownership Structure
- Sale of Family-Owned Business to Private Equity Investor
- Hedge Fund Sells Controlling Interest to an Insurance Company
- Negotiation of Wealth Management Group’s Relationship with Large Investment Bank
- Acquisition of a controlling interest in a joint venture formed to acquire and develop multifamily housing units and a church
- Structure of non-U.S. investment adviser’s U.S. broker-dealer on a tax efficient basis
Publications
- How the SEC’s Proposed New Safeguarding Rule May Impact Private Fund Advisers
- SEC Releases Examination Priorities for 2023
- SEC Risk Alert on New Marketing Rule
- Senate Democrats Propose Carried Interest Tax Reform
- Recent SEC ESG-Related Actions Impacting Investment Advisers and Investment Funds
- What are the SEC Examination Priorities for 2022?
- SEC Proposes Significant Changes to Regulation of Private Fund Advisers
- Form SHC (U.S. Ownership of Foreign Securities): Friday, March 4th filing deadline
- New York Eases Tax Burden of Partners of Partnerships and Shareholders of S Corps
- COVID-19 AID TO EMPLOYEES: Payroll Tax Deferral
- Investment Fund Seeding – Structures and Negotiable Terms
- CARES Act Provides Tax Relief for Businesses
- Coronavirus Update - SEC Issues Limited Form ADV and Form PF Filing Relief to Private Fund Managers
- Coronavirus Update – SEC Issues Limited Form ADV and Form PF Filing Relief to Investment Advisers
- Distribution & Agency 2020 – United States
- SEC Approves Regulation Best Interest
- Treasury clarifies the qualified opportunity zone program with additional guidance
- Distribution & Agency 2019 – United States
- The Tax Cuts and Jobs Act One Year Later – Updates and Structuring Considerations for Private Funds and Their Managers
- Proposed Regulations Clarify Certain Open Issues on the Opportunity Zone Tax Incentive Program
- Top Six Advisory Fee and Expense Deficiencies Identified by OCIE
- Distribution & Agency 2018 - Q&A on the distribution of goods and services in 18 jurisdictions worldwide
- The Tax Cuts and Jobs Act 2 Months Later - Considerations for Hedge Funds, Private Equity Funds and Their Fund Managers
- SEC Announces 2018 Examination Priorities
- So You Want to Manage a Cryptocurrency Fund? U.S. Regulatory Rules to Consider First
- General Data Protection Regulation Affects Investment Advisors with EU Clientele
- “Who Is Who?” and “Who Owns Whom?”- Are You Ready for LEIs?
- SEC Amendments to Form ADV Effective on October 1, 2017
- Dramatic Changes to Partnership Audit Rules Will Impact Private Investment Funds and other Partnerships
News
Events
- Raising Capital for Investment Funds: Analyzing the Current State of the Market | Lawline • 11.06.2020
- ESG 2021: Investing smarter • 10.22.2020
- Webinar - How Your Business Can Benefit from the CARES Act • 04.03.2020
- Alternative Investments 2020 • 11.19.2019
- Private Fund Structuring & Marketing Best Practices • 06.18.2019
- Due Diligence Before Investing • 05.07.2019
- ESG Event: Panel Discussion on Socially Responsible Investing • 02.27.2019
- What is a 'Private Fund? – Financial Poise Webinar • 02.05.2019
- Alternative Investments 2019 • 11.27.2018
- What Managers Need To Know In 2018 • 03.22.2018
- Implications of the Tax Reform Package: Insights & Considerations for 2018 & Beyond • 03.15.2018
- Impact of the Tax Reform on Investment Managers • 02.13.2018
- Hedge Fund 2018 • 11.28.2017
- State sourcing income rules and considerations or hedge and private equity funds • 06.28.2017
- Changes to Partnership Audit Rules: What Investment Funds and Other Partnerships Need to Know • 02.08.2017
- Hedge Fund Tax 101 and K-1 Boot Camp • 01.23.2017
- Webcast: Accommodating Non-U.S. Investors: Structuring Real Estate and Other Fund Investments to Minimize U.S. Tax Impacts • 09.15.2016
- Accommodating Non-U.S. Investors – Structuring Real Estate and Other Fund Investments to Minimize U.S. Tax Impacts • 03.08.2016
- A Guide to Introducing International Products and Services to the U.S. Market • 05.13.2015