Pillars on a Government building

Lately on the Hill

  • Sen. John Hickenlooper wrote a letter to the chair of the SEC urging the agency to write rules for crypto securities, including (but not limited to): 
    • Clarifying what types of digital assets are securities
    • Addressing how to issue and list digital securities
    • Determining what disclosures are necessary for investors to be properly informed
    • Establishing a registration regime for digital asset security trading platforms
    • Setting rules on how trading and custody of digital assets should be carried out
  • The IRS issued Rev. Proc. 2022-19 with guidance on how taxpayers can resolve certain issues involving S corporations and their shareholders without requesting a private letter ruling.
    • Here are the six issues covered in this guidance:
      • Agreements and arrangements with no principal purpose to circumvent one class of stock requirement
      • Governing provisions that provide for identical distribution and liquidation rights
      • Procedures for addressing missing shareholder consents, errors regarding a permitted year, missing officer's signature, and other inadvertent errors and omissions
      • Procedures for verifying S elections or QSub elections
      • Procedures for addressing a federal income tax return filing inconsistent with an S election or a QSub election
      • Procedures for retroactively correcting one or more non-identical governing provisions
    • Note, the IRS has confirmed that the guidance also applies for retroactively fixing an invalid S corp election for an LLC that failed to update its operating agreement before filing the election. 
  • Fixing the “family glitch” in the Affordable Care Act (ACA) has been a priority for the Biden administration, with President Biden instructing federal agencies to do “everything in their power to expand affordable, quality health coverage.” Last week, the U.S. Department of the Treasury (Treasury) issued final regulations fixing the “family glitch.” 
    • The regulations provide that affordability of employer-sponsored minimum essential coverage for family members of an employee should be determined based on the employee's share of the cost of covering the employee and those family members, not the cost of covering only the employee
    • This guidance affects taxpayers who enroll, or enroll a family member, in individual health insurance coverage through a Health Insurance Exchange and who may be allowed a premium tax credit for the coverage
    • These regulations are effective December 12, 2022
    • Also, in Notice 2022-41, the IRS expanded the “change in status” rules for health coverage under a cafeteria plan, allowing employees to prospectively opt out of family coverage and enroll in self-only coverage under the same health plan


This newsletter features developing content that is subject to change at any time. It does not constitute legal or tax advice. Consult your professional advisors prior to acting on the information set forth herein. 

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