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Sarah-Jane Morin

Partner

Sarah-Jane Morin focuses her practice on transactional tax issues and is an authority on US federal income tax matters. She represents public and private companies, private equity funds, venture capital funds, corporate venture funds, sovereign wealth funds, taxable and tax-exempt investors, real estate funds, infrastructure funds, portfolio companies, and alternative investment vehicles in the tax aspects of complex business transactions and fund formations. Sarah-Jane advises on domestic and cross-border investment strategies, sponsor investment strategies, limited partner investment strategies (UBTI/ECI/CAI management), mergers, acquisitions, integrations, buyouts, recapitalizations, debt and equity restructurings, entity formation, and ongoing operations and tax compliance issues.

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Private Fund Industry Update: The Key Tax Developments That Shaped 2023

lawflash lawflash

New IRS Guidance Provides a Spot of Certainty Amid Digital Asset Limbo

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Tax Considerations and Pitfalls to Avoid for Fintech Startups

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Taxpayer Victory in US Tax Court Highlights Need for Properly Structuring Partnership Profits Interests

Sarah-Jane also advises on international tax issues, including the tax aspects of offshore investments and offshore vehicles (controlled foreign corporation (CFC) and passive foreign investment company (PFIC) regimes), anti-deferral rules (Subpart F and global intangible low-taxed income (GILTI)), withholding, cost sharing, and transfer pricing, as well as digital asset tax issues, including those relevant to cryptocurrency and non-fungible tokens (NFTs).

Sarah-Jane advises on the tax aspects of nonprofit entity formation and operation, with an emphasis on Internal Revenue Code Section 501(c)(3) and unrelated business taxable income (UBTI). She counsels a number of tax-exempt investors on making investments and aids clients with applications for tax exemption.

She has lectured and published on topics ranging from the tax aspects of mergers and acquisitions to international tax planning.

Prior to joining Morgan Lewis, Sarah-Jane was a senior director in Oracle’s tax planning department. Prior to joining Oracle, she was an associate at a multinational law firm.

  • University of California, Berkeley School of Law, 2009, J.D.
  • University of California, Berkeley, 2004, B.A., National Society of Collegiate Scholars, Order of Omega Honor Society
  • California

Up and Coming, Tax, Northern California, Chambers USA (2022–2024)

Recommended, Tax: US taxes: Contentious, The Legal 500 US (2019)

Recommended, Tax: US taxes: Non-contentious, The Legal 500 US (2019)

Member, San Francisco & Silicon Valley Tax Firm of the Year, International Tax Review (2018)

Member, Federal Editorial Advisory Board, Law360 Tax Authority (2019, 2020, 2022–2024)

Member, Practice Group of the Year, Tax, Law360 (2017)

Member, American Bar Association