2011 Super Lawyers Pro Bono Award
Attorney Profile

Thomas J. Nichols

Thomas Nichols

Meissner Tierney Fisher & Nichols S.C.
111 East Kilbourn Avenue, 19th Floor
Milwaukee, WI 53202

Milwaukee

Wisconsin (WI)

Contact Contact Thomas J. Nichols
T: 414-273-1300
F: 414-273-5840

Visit: www.mtfn.com
Practice Areas: Business/Corporate (60%), Tax (40%)

Business/Corporate

Tax

Industry Groups: Accounting And Law Firms, Billing, Charitable Organizations, Construction, Distributorships, Equipment Maintenance, Health Care, Insurance Agents, Insurance Companies, Manufacturing, Physician Groups, Publishing, Real Estate, Restaurants, Securities And Investment Firms, Social Services, Software, Venture Capital

Profile

Mr. Nichols has been practicing at Meissner Tierney Fisher & Nichols S.C. since 1979, specializing in business, tax and estate planning matters.  Over these thirty-plus years, he has been actively involved in a wide range of matters, including substantial merger and acquisition transactions and tax planning and significant litigation affecting the businesses and owners he represents.  His experience and practice have involved in-depth work in many areas, including the following: business formation, tax defense and refund claims, manufacturing firms, noncompete disputes, health care, real estate, private foundations, insurance company formation and regulation, business succession, physician groups, investment firms, restaurant businesses, qualified plans, software companies, distributorships and probate.

Selected To

Wisconsin Super Lawyers 2011
Wisconsin Super Lawyers 2010
Wisconsin Super Lawyers 2009

About Thomas Nichols

Admitted: 1979, Wisconsin

Professional Webpage: www.mtfn.com/attorneys/attorney.php?ID=8

Honors and Awards:

  • Elijah Watts Sells Award Winner, CPA Exam
  • Best Lawyers in America (Tax Law)

Special Licenses/Certifications:

  • Certified Public Accountant, 1983

Bar/Professional Activity:

  • State Bar of Wisconsin: Director, Business Law Section (2002 - 2009); Chairman, Unincorporated Businesses Committee (limited liability companies and partnerships) (2000 - present); Legislative Committee (1997 - 2002); Business Law Committee (1995 - 1996)
  • American Bar Association: Committee on S Corporations (Section of Taxation): Chair (2008 - 2010), Vice-Chair (2004 - 2008); Liaison, Limited Liability Company Task Force/Subcommittee (2000 - 2004); Chair, Subcommittee on Comparison of S Corporations with other Pass-Thru Entities (1994 - 2004); Chair, Subcommittee on Proposed and Temporary Regulations (1991 - 1994); Committee on Partnerships (2001 - present); Member (1987 - present)
  • Milwaukee Bar Association (1979 - present)
  • The Group, Inc. (2002 - present)
  • Milwaukee Bar Association and American Institute of Certified Public Accountants
  • Member (1983 - present) and Past Chairman (1989 - 1991), Wisconsin Taxation Committee of Wisconsin Institute of Certified Public Accountants
  • National Health Lawyers Association (1995 - present)

Pro bono/Community Service:

  • Mentor, Nativity Jesuit Middle School
  • Tutor, Milwaukee Academy of Science, Sarah Scott Middle School

Scholarly Lectures and Writings:

  • Moderator, "Nuts and Bolts of S Corporations: Pass-Throughs, Distributions and Dispositions; Regulatory Guidance and Unanswered Questions" (ABA Section of Taxation Committee on S Corporations) (May 20, 2005)
  • Tax Return Treatment of Original Issue Discount on Tax Exempt Obligations (Wisconsin CPA - December, 1984)
  • S v. C Decision Maker Software Program (Aardvark/McGraw-Hill, 1986)
  • Reducing Current Gain from Installment Sales of S Corporation Assets, Journal of S Corporation Taxation (Warren Gorham Lamont, 1992)
  • Next Economy Legislation: Allowing Complex Business Reorganizations (Wisconsin Lawyer, 2002)
  • What Type of Entity Should I Be: C Corp., S Corp., LLC or Something Else Entirely? (Wisconsin Lawyer, Vol. 1, 2004)
  • Cross‑Species Mergers and Conversions (Journal of Pass-Thru Entities, 2005)
  • Planning with the Flow-Through and Distribution Rules under Subchapter S (New York University 63rd Institute on Federal Taxation - Chapter 14) (Matthew Bender & Company, Inc. 2005)
  • Speaker, "Buy/Sell Agreements for S Corporations" (Estate Counselor's Forum) (September 2, 1987)
  • Speaker, "Wisconsin's New S Corporation Rules" (Wisconsin Institute of Certified Public Accountants Annual Tax Conference) (November 10, 1988)
  • Panelist, "Tax Law Update" (Corporate Practice Institute) (December 7, 1990)
  • Speaker, "The Revised S-Corp. Second Class of Stock Regulations; What's Left to Worry About?" (Milwaukee Bar Association) (May 29, 1992)
  • Panelist, "Wisconsin's Limited Liability Company Statute" (Corporate Practice Institute) (December 2, 1993)
  • Moderator and Panelist, "Choice of Entity and Limited Liability Companies" (Corporate Practice Institute) (December 7, 1994)
  • Client Presentation, "Estate Planning" (October 1, 1996)
  • Speaker, "Favorable New Developments in the Income Tax Treatment of Plaintiffs' Attorneys' Fees and Expenses: Planning and Drafting Retainer and Settlement Agreements to Optimize Results for You and Your Client" (Milwaukee Bar Association) (March 14, 2000)
  • Speaker, "Wisconsin's Next Economy Legislation; Tax Consequences of Cross-Species Mergers and Conversions" (State Bar of Wisconsin-Madison) (October 4, 2002)
  • Moderator and Contributor, "S Corporations and Tax Planning Techniques" (Wisconsin Institute of Certified Public Accountants) (January, 1986)
  • Speaker, "Corporations: Tax Planning Techniques" (Wisconsin Institute of Certified Public Accountants) (October 6, 1988)
  • Speaker, "Passive Activities and S Corporations" (Wisconsin Institute of Certified Public Accountants) (August 8, 1989)
  • Speaker, "Tax Savings with S Corporations" (Wisconsin Institute of Certified Public Accountants) (September 11, 1990)
  • Panelist, "S Corporations: The Revised Second Class of Stock Regulations" (UWM Tax Association) (November 19, 1991)
  • Client Presentation, "Estate Planning for Physicians" (December 7, 1993)
  • Speaker, "Liability Audit for Business Owners" (Meissner Tierney Fisher & Nichols S.C. Symposium) (March 19, 1994)
  • Client Presentation, "Maximizing Tax Savings From Your Individual Service Corporation" (March 4, 1997)
  • Speaker, "The New Rate System, C Corporations, Personal Service Corporations" (Meissner Tierney Fisher & Nichols S.C. Symposium) (October 10, 1997)
  • Speaker, "State and Federal S Corporation Issues" (Wisconsin Institute of Certified Public Accountants Annual Tax Conference) (November 6, 1997)
  • Moderator, "Doing Business in Canada" (ABA Section of Taxation Committee on S Corporations) (July 31, 1998)
  • Speaker, "Tax Planning for Hospital-Based Physician Groups" (Milwaukee Bar Association) (October 22, 1998)
  • Panelist, "Doing Business in Wisconsin - Recent Trends, Historical Perspectives, and a Look to the Future" (Meissner Tierney Fisher & Nichols S.C. Symposium) (October 28, 1998)
  • Panelist, "Proposed Section 1366 Regulations" (ABA Section of Taxation Committee on S Corporations) (January 15, 1999)
  • Panelist, "State Taxation of Qualified Subchapter S Subsidiaries" (ABA Section of Taxation Committee on S Corporations) (May 12, 2000)
  • Panelist, "State and Local Tax Issues Affecting S Corporations" (ABA Section of Taxation Committee on S Corporations) (May 11, 2001)
  • Panelist, "The Life Cycle of a Limited Liability Company - The Middle Ages" (Corporate Practice Institute) (December 12, 2001)
  • Speaker, "Tax Simplification" (Meissner Tierney Fisher & Nichols S.C. Symposium) (April 30, 2002)
  • Panelist, "Website Project for Multi-State Tax Guide" (ABA Section of Taxation Committee on S Corporations) (October 18, 2002)
  • Speaker, "Tax Consequences of Cross-Species Mergers and Conversions" (State Bar of Wisconsin-Annual Tax School Seminar) (December 5, 2002)
  • Panelist, "Planning for After-Tax Results Without the Benefit of Before-Invest Rules" (The Group, Inc.) (January 15, 2003)
  • Panelist, "Cross-Species Mergers and Conversions Involving C Corporations, S Corporations, Partnerships and LLCs" (ABA Section of Taxation Committee on S Corporations) (May 9, 2003)
  • Speaker, "What Type of Entity: C Corp., S Corp., LLC or Something Else?" (State Bar of Wisconsin) (May 5, 2004)
  • Speaker, "Planning with the Flow-Through and Distribution Rules under Subchapter S" (New York University 63rd Institute on Federal Taxation) (October 20, 2004)
  • Panelist, "Shareholder Agreement/Partnership Agreement" (ABA Section of Taxation Committee on S Corporations) (January 21, 2005)
  • Panelist, "Buy-Sell Agreements for LLCs and S Corporations" (ABA Section of Taxation Committee on S Corporations) (March 30, 2005)
  • Moderator, "Nuts and Bolts of S Corporations: Pass-throughs, Distributions and Dispositions; Regulatory Guidance and Unanswered Questions" (ABA Section of Taxation Committee on S Corporations) (September 16, 2005)
  • Moderator and Panelist, "Book-Tax Reconciliation for S Corporations & Partnerships Proposed: New Schedule M-3" (ABA Section of Taxation Committee on S Corporations) (May 5, 2006)
  • Moderator, "New Charitable Giving Incentives for S Corporations under the Pension Protection Act of 2006" (ABA Section of Taxation Committee on S Corporations) (January 19, 2007)
  • Moderator and Panelist, "Charitable Contribution Technical Amendment" (ABA Section of Taxation Committee on S Corporations) (May 9, 2008)
  • Speaker, "Cross Species Mergers and Conversions Involving C Corporations, S Corporations, Partnerships and LLC's" (New York University 67th Institute on Federal Taxation; New York: October 22, 2008; San Diego, November 12, 2008)
  • Speaker, "Fundamentals of S Corporations, Passthrus, Distributions and Basis: A Workbook of Examples Covering the Fundamentals of S Corporation Operations and Planning Opportunities" (Accounting  Continuing Professional Education Network "ACPEN") (November 19, 2008)

Other Outstanding Achievements:

  • Recommendations on federalization of Wisconsin's S Corporation Statutes (Subchapter V and other provisions of Wis. Stats. Chap. 71) (June 22, 1987) (Note: The large majority of these recommendations were adopted as amendments to the Wisconsin statutes, 1987 Wis. Act. 92, and/or incorporated into Wisconsin Dept. of Revenue Publication 102, "Wisconsin Tax-Option Corporations and Their Shareholders")
  • Primary Draftsperson, ABA Section of Taxation Comments Concerning Regulations under Sections 1366, 1367 and 1368 of the Internal Revenue Code of 1986 (S Corporation Passthroughs, Basis, Distributions) (September 11, 1991)
  • Primary Draftsperson, ABA Section of Taxation Comments Concerning Proposed Regulations under Section 1361(b)(1)(D), (c)(4) and (5) of the Internal Revenue Code of 1986 (Single Class of Stock Rules) (February 11, 1992)
  • Recommendations regarding Wisconsin's Limited Liability Company Law (Wis. Stats. Chapter 183,) (February 7, 1995) (Note: Several of these recommendations were enacted as amendments to the Wisconsin statutes, 1999 Wis. Act 400)
  • Member, Drafting Subcommittee, Wisconsin Cross-Species Merger and Conversion Provisions of Governor's Next Economy Legislation (2001 Wis. Act 44)
  • Principal Responsibility, ABA Section of Taxation Comments Concerning Proposed Regulations under Sections 1367 and 1368 of the Internal Revenue Code of 1986 (S Corporation Basis, Distributions) (1992)

Educational Background:

  • B.A. (honors, summa cum laude) Marquette University, 1976
  • J.D. Marquette University Law School, 1979
  • Certified Public Accountant, 1983
Map Location

White Papers

Recommendations on federalization of Wisconsin's S Corporation Statutes (Subchapter V and other provisions of Wis. Stats. Chap. 71) (June 22, 1987) (Note: The large majority of these recommendations were adopted as amendments to the Wisconsin statutes, 1987 Wis. Act. 92, and/or incorporated into Wisconsin Dept. of Revenue Publication 102, "Wisconsin Tax-Option Corporations and Their Shareholders")

Final Draftsperson, ABA Section of Taxation Comments on Proposed Treasury Regulations Section 1.1361-1A (S Corporation Shareholder Eligibility Requirements) (May 20, 1987)

Substantive Contributor, ABA Section of Taxation Comments on Passive Activity Loss Regulations (Proposed and Temporary Regulations Sec. 1.469) (May 31, 1988)

Co-Primary Responsibility, ABA Section of Taxation Comments on Regulatory Proposals under Section 1374 of the Internal Revenue Code of 1986, as amended (Built-In Gains Tax) (March 11, 1988)

Substantive Contributor, ABA Section of Taxation Comments on Temporary Regulation 18.1366-5 (Calendar Taxable Year Transition Rule) (1990)

Principal Responsibility, ABA Section of Taxation Comments Concerning Regulations under Sections 1366, 1367 and 1368 of the Internal Revenue Code of 1986 (S Corporation Passthroughs, Basis, Distributions) (September 11, 1991)

Principal Responsibility, ABA Section of Taxation Comments Concerning Notice of Proposed Rulemaking (PS-260-82), Definition of Passive Investment Income Issued (April 17, 1992)

Primary Draftsperson, ABA Section of Taxation Comments Concerning Proposed Regulations under Sections 1361(b)(1)(D), (c)(4) and (5) of the Internal Revenue Code of 1986 (Single Class of Stock Rules) (February 11, 1992)

Principal Responsibility, ABA Section of Taxation Comments Concerning Proposed Regulations under Sections 1367 and 1368 of the Internal Revenue Code of 1986 (S Corporation Basis, Distributions) (1992)

Substantive Contributor, ABA Section of Taxation Comments Concerning Proposed Regulations under Section 1363(d) of the Internal Revenue Code of 1986 (LIFO Recapture) (October 18, 1993)

Substantive Contributor, ABA Section of Taxation Comments on Proposed Regulations under Section 1374 (Built-In Gains Tax) (1993)

Substantive Contributor, ABA Section of Taxation Comments Concerning Proposed Regulation under Section 701 of the Internal Revenue Code of 1986 (Partnership Anti-Abuse Rule) (July 7, 1994)

Recommendations on Wisconsin's adoption of Limited Liability Company Law (Wis. Stats. Chapter 183, enacted in 1993 Wis. Act 112) (February 7, 1995) (Note: Several of these recommendations were enacted as amendments to the Wisconsin statutes, 1999 Wis. Act 400)

Substantive Contributor, ABA Section of Taxation Comments on S. 758 104th Cong. 1st Sess. (1995); Proposed S Corporation Reform Act of 1995 (June 30, 1995)

Substantive Contributor, ABA Section of Taxation Comments Concerning Regulations under Section 1377 of the Internal Revenue Code of 1986; Proposed July 11, 1995 (PS-268-82) (S Corporation Pass-Through Allocation Rules) (March 8, 1996)

Substantive Contributor, ABA Section of Taxation Comments Concerning Guidance under Section 1361(b)(3) on treatment of Qualified Subchapter S Subsidiaries (August 8, 1997)

Substantive Contributor, ABA Section of Taxation Comments on Proposed Regulations under Section 1361(b)(3) on the Treatment of Corporate Subsidiaries of S Corporations (August 19, 1999)

Member, Drafting Subcommittee, Wisconsin Cross-Species Merger and Conversion Provisions of Governor's Next Economy Legislation, (2001 Wis. Act 44)

Substantive Contributor, ABA Section of Taxation Comments on Additional Options to Improve Tax Compliance Prepared by the Staff of the Joint Committee on Taxation (August 3, 2006)

Primary Draftsperson, Amicus Curiae brief submitted at the request of Court of Appeals in the case of Estate of James H. Matteson v. Robert R. Matteson, Nancy L. Matteson and Matteson Communications (October, 2006)

Substantive Contributor, ABA Section of Taxation Comments on Treatment of Open Account Debt of S Corporations (August 31, 2007)


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