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IRS backs off Biden rule on partnership basis shifting

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An IRS proposal to drop a Biden administration rule targeting basis-shifting strategies by complex partnerships is getting support from key stakeholders, as well as calls for further relief.

But critics argue that dropping the regulation would let wealthy tax cheats off the hook. Even those who advocate getting rid of the rule say the IRS must take more action to remove enforcement risks around partnership basis-shifting strategies. 

The regulatory proposal last month to withdraw the Jan. 14 regulation cited President Donald Trump’s executive order that created the Department of Government Efficiency. It also mentioned the concerns of “taxpayers and their material advisors” about “imposing complex, burdensome, and retroactive disclosure obligations on many ordinary-course and tax-compliant business activities, creating costly compliance obligations and uncertainty for businesses.”

These transactions enable businesses to transfer tax basis out of assets where it was not generating savings to affiliated entities where it could gain benefits, such as moving it from stock or land holdings to the partnership’s equipment infrastructure and its depreciation capabilities. In its final days, the Biden administration issued a rule classifying them as “transactions of interest” (TOI) subject to increased scrutiny of the so-called “economic substance” of the basis-shift beyond simply tax savings. That followed an IRS memo from last June warning taxpayers, professionals and financial advisors that some common partnership basis-shifting transactions do not have the required economic substance. 

The fact that the Trump administration’s proposal wouldn’t also cancel the revenue ruling memo caught the attention of some antitax advocacy groups and industry professionals.

“Given that Revenue Ruling 2024-14 was not withdrawn, continued diligence is required in identifying any transactions that may fall within the scope of the revenue ruling or otherwise be subject to potential challenges under the economic substance doctrine, or other common law principles such as the substance-over-form doctrine or step transaction doctrine,” according to a blog on the rule proposal last month by accounting firm Grant Thornton. Nevertheless, the firm described the IRS proposal as “welcome relief for taxpayers and material advisors as the basis shifting TOI regulations would have imposed complex, burdensome and retroactive disclosure obligations on transactions that may have not been entered into with a tax avoidance purpose.”

READ MORE: What does an IRS in flux mean for financial advisors and clients?

The business backdrop

Regardless of their view of the proposal, President Trump, DOGE or tax-dodging efforts by wealthy households in general, advisors can provide value to clients by keeping abreast of IRS regulations, according to Jason Smith, CEO of Westlake, Ohio-based advisory practice JL Smith, registered investment advisory firm Prosperity Capital Advisors and training and consulting company Clarity 2 Prosperity Enterprises. Last month, Greenleaf Book Group released Smith’s latest book, “The Rainmaker Multiplier: How to Create a Self-Sustaining, Scalable Financial Planning Business.” The book includes a chapter on Smith’s view that tax preparation and strategies represent one of four “rainmaker multiplier essentials,” alongside holistic planning, marketing and a career path for incoming advisors.

Smith’s firm evolved from referring tax services to outside certified public accountants to hiring them and enrolled agents as a means of providing what he called the “trilogy” of tax planning, management and preparation.

“You could sit there and tout investment performance, but it’s not about what you make, it’s about what you keep,” Smith said. “I just don’t know how you can really say that you’re doing true wealth management without connecting those two, the investments and the taxes.”

READ MORE: Taxes + wealth: 2 connected but still (for now) distinct fields are merging

Reactions to repeal

For some business owners, the complex basis-shifting maneuvers among affiliated entities in a partnership provide substantial savings — although the last administration’s Treasury Department argued that verifying the economic substance of the transactions would save taxpayers $50 billion over a decade. Eliminating the Biden-era regulation would reopen a “tax loophole for the rich,” said Sen. Ron Wyden, a Democrat from Oregon who is the ranking minority member of the Senate Finance Committee.

“This is a ridiculous loophole that allows the ultra-rich to dodge taxes by shifting assets around on paper while adding zero value to our economy whatsoever,” Wyden said in a statement last month. “This is welfare for billionaire tax cheats and massive corporations, plain and simple.”

However, groups supporting the withdrawal of the rule include the American Institute of CPAs, the Taxpayers Protection Alliance and the National Taxpayers Union. In letters to the IRS earlier this month, the latter two organizations praised the move to drop the regulation and asked the agency to rescind the memo from last June as well.

“The previous administration’s near-obsessive focus on partnerships was driven by the belief that vast revenue collection potential exists in some sectors of our economy if only the IRS were handed sufficiently intimidating enforcement tools,” National Taxpayers Union President Pete Sepp wrote. “Unfortunately, history has shown that there are no gold mines leading to such easy riches for the government. Instead, the pursuit of the ‘shiny object’ leaves many innocent taxpayers harmed along the way, while distracting the Service’s attention from top-notch customer service and clear, consistent, guidance that provide the basis of respect for the law.”

READ MORE: Wealthy tax cheats set to benefit from Trump plans to halve IRS

Stay tuned, advisors and tax pros

An upcoming IRS notice of proposed rulemaking could address the full scope of the agency’s withdrawal of the prior regulation and its current stance on the economic substance of basis-shifting transactions by partnerships.

The Biden administration’s regulation would have exerted greater enforcement oversight in “tax-free transfers, distributions and liquidations of partnership interests to partners and other related parties or transferees, in which a basis increase provides related parties with an opportunity to decrease their taxable income through increased cost recovery deductions, including as property depreciation deductions, and decreased taxable gains (or increased taxable losses),” according to a blog posted this week by Alex Kenelby, a senior manager of tax services with Berkowitz Pollack Brant.

“This essentially provides taxpayers and their material advisors with immediate relief from retroactive reporting requirements and any related penalties for noncompliance,” Kenelby wrote. “The IRS is expected to issue a notice of proposed rulemaking in the coming months to finalize the details of repealing the basis-shifting regulations.”

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SEC’s Semiannual Reporting Proposal Faces Investor Pushback: What CFOs Need to Know

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U.S. Securities and Exchange Commission (SEC)

A proposal from the U.S. Securities and Exchange Commission to potentially shift some public companies away from quarterly financial reporting toward a semiannual model is drawing significant pushback from investors, even as it continues moving through the regulatory process. The debate has direct implications for corporate finance teams, auditors, and the broader transparency of U.S. capital markets.

What the SEC Proposed

According to a summary published by accounting advisory firm Cohen & Co., the SEC issued a proposed rule on May 19, 2026, aimed at simplifying financial reporting requirements for many U.S. public companies. The proposal would potentially reduce the frequency of certain mandatory disclosures from quarterly to semiannual, a structural change that has not been made to core U.S. reporting requirements in decades.

The proposal follows an extended debate within U.S. policy circles, with proponents arguing that reduced reporting frequency could lower compliance costs and free up management time for longer-term strategic planning rather than quarter-to-quarter results management.

Why Investors Are Pushing Back

Comment letters submitted in response to the proposal have been extensive, and according to Cohen & Co.’s review of the public record, investors “appear to be largely opposed” to the shift, viewing frequent interim reporting as a core benefit of U.S. capital markets relative to other jurisdictions.

Accounting and law firms have taken a more measured position, generally urging any changes to remain aligned with the Financial Accounting Standards Board (FASB), whose existing disclosure requirements and guidance are built around a quarterly reporting cadence. A shift to semiannual reporting without corresponding changes to FASB guidance could create friction between SEC filing requirements and GAAP-based disclosure expectations.

Lessons From the U.K. Experience

The debate is not without precedent. The United Kingdom moved away from mandatory quarterly reporting for listed companies in 2014, returning to a semiannual disclosure requirement. According to Cohen & Co.’s analysis, that experience offers a cautionary data point: there was no measurable increase in capital expenditure or R&D investment following the change, while analyst coverage of affected companies declined as reliable interim information became less available — a particular risk for smaller and newly public companies that rely on analyst coverage to maintain investor visibility.

Practical Implications for Finance Teams

Beyond the debate over disclosure philosophy, the proposal carries practical complications. Many companies have debt covenants and credit agreements structured around quarterly financial delivery; a shift to semiannual reporting could require renegotiating those terms. Reduced reporting frequency would also extend the “window of market silence” between disclosures, a factor that governance and investor-relations teams would need to manage carefully to avoid information asymmetry.

Separately, and unrelated to the reporting-frequency debate, the SEC and FASB have continued finalizing more routine updates this year. New Accounting Standards Updates are taking effect for December 31, 2026, fiscal year-ends covering income tax disclosures, credit loss measurement, induced debt conversions, and stock compensation, according to Eide Bailly’s review of 2026 ASU activity. Additional guidance on paid-in-kind dividends and environmental credits is also on the near-term horizon.

What to Watch Next

The semiannual reporting proposal remains in the comment and review phase, and no final rule has been adopted as of this writing. Finance leaders should monitor the SEC’s regulatory agenda for further movement, while treating the current quarterly reporting requirement as the operative standard until any final rule is issued and an effective date is set.

Given the extent of investor opposition documented in the comment file, a full shift to mandatory semiannual reporting appears more likely to result in either a scaled-back compromise or continued study rather than swift adoption — though the SEC’s ultimate direction remains uncertain.

 

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AI-Driven Automation and Continuous Accounting Frameworks

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The accounting profession is undergoing a fundamental structural transition as enterprise finance departments shift from periodic month-end closes toward automated continuous accounting models. By integrating specialized machine learning algorithms directly into enterprise resource planning (ERP) platforms, chief accounting officers are transforming financial reporting from a retrospective exercise into a real-time operational asset.

The Shift from Periodic Close to Continuous Financial Reporting
Traditional accounting workflows heavily relied on manual data reconciliation, spreadsheet calculations, and multi-week closing cycles at the end of each fiscal period. In contrast, continuous accounting frameworks utilize automated software agents to process, validate, and post transactional data in real time as business activities occur.

Automated bank reconciliation tools cross-reference incoming bank feeds, invoice records, and purchase orders automatically. By resolving transactional variances instantly throughout the month, corporate accounting teams eliminate the traditional workload spikes associated with quarterly and annual closes.

Machine Learning in Audit Trails and Anomaly Detection
Advanced natural language processing (NLP) and machine learning tools are redefining internal audit and financial control environments. Automated systems analyze 100% of general ledger entries, identifying anomalous transactions, duplicate payments, and unauthorized journal entries in real time.

Rather than relying on random statistical sampling, corporate internal auditors can focus their attention on high-risk flags automatically surfaced by algorithmic monitoring platforms. This continuous risk assessment strengthens internal controls over financial reporting (ICFR) and significantly reduces fraud risk.

Evolving Roles for Accounting Professionals
As routine data entry and manual reconciliation tasks become fully automated, the skill set required for accounting professionals is shifting toward data analysis, system design, and strategic business advisory.
– Systems Governance: Accountants are increasingly responsible for monitoring algorithmic accuracy and managing data integration pipelines.
– Business Partnership: Finance professionals leverage real-time financial dashboards to advise operational leaders on margin management and working capital allocation.
– Regulatory Compliance Management: Accounting teams utilize automated platforms to ensure compliance with dynamic tax codes and international accounting standards.

Core Implementation Recommendations
1. Deploy Automated Reconciliation Tools: Integrate continuous transaction processing modules into existing enterprise ERP architectures.
2. Establish Algorithmic Governance Controls: Implement strict internal testing protocols to ensure automated accounting rules comply with GAAP/IFRS standards.
3. Reskill Accounting Teams: Invest in training finance staff on data analytics, workflow automation, and predictive financial modeling.

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Global ESG Reporting Standards and Double Materiality Compliance

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Corporate accounting departments face expanding reporting expectations as international sustainability disclosure standards achieve regulatory enforcement across major global jurisdictions. Chief Accounting Officers (CAOs) and corporate controllers are establishing rigorous internal accounting controls to treat Environmental, Social, and Governance (ESG) metrics with the same data precision, auditability, and governance as traditional financial statements.

Regulatory Harmonization Under Global Sustainability Frameworks
The implementation of standardized sustainability reporting frameworks—notably rules established by international sustainability accounting boards—has created unified expectations for public and large private enterprises. Corporations must report standardized metrics covering greenhouse gas emissions (Scope 1, 2, and material Scope 3), energy utilization, workforce demographics, and supply chain governance.

In Europe and other participating international jurisdictions, double materiality principles are mandatory. Under double materiality, organizations must report both how external sustainability risks impact corporate financial performance, and how internal corporate operations affect surrounding environmental and social structures.

Integrating Sustainability Metrics into Core ERP Systems
To provide auditable non-financial data, enterprise organizations are integrating specialized carbon accounting and ESG management platforms directly into core ERP systems. Automated data collectors capture energy utility invoices, logistics fuel consumption metrics, and vendor compliance records in real time.

Establishing automated, traceable data pipelines ensures that non-financial reporting is supported by clear audit trails. This structured approach allows external financial auditors to provide reasonable assurance on sustainability disclosures during annual corporate reporting cycles.

Financial Impacts and Capital Market Disclosure
Accurate ESG reporting directly influences corporate cost of capital and institutional credit ratings. Commercial lenders and institutional asset managers systematically incorporate sustainability metrics into risk pricing models. Companies that demonstrate transparent, verifiable progress in operational energy efficiency and climate risk mitigation benefit from expanded access to green bond markets and lower debt pricing.

Action Steps for Accounting Leadership
1. Implement Double Materiality Frameworks: Conduct comprehensive assessments to identify material financial and operational sustainability metrics.
2. Build Auditable Non-Financial Data Pipelines: Automate ESG data collection within core accounting software to ensure data integrity.
3. Align Sustainability with Annual Financial Filings: Prepare non-financial disclosures concurrently with financial statements to satisfy regulatory audit expectations.

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