Douglas W. Charnas


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  • Georgetown University Law Center, Master of Laws in Taxation, 1983
  • Case Western Reserve University School of Law, JD, 1978
  • Ohio University, AB, summa cum laude, Phi Beta Kappa, Honors Tutorial College, 1975
  • District of Columbia
  • Ohio
  • U.S. Supreme Court
  • U.S. Tax Court

Member, Section of Taxation, American Bar Association

Member, Section of Taxation, District of Columbia Bar Association

Founding Board Member, Secretary and Treasurer, European-American Cultural Foundation

Secretary and Treasurer, J. Edgar Murdock Inn of Court (U.S. Tax Court)

Founder, Washington, D.C. Subchapter S Study Group

Director, Secretary, and General Counsel, S&R Foundation, 2001-present

Former Member and Secretary, Ohio University Honors Tutorial College Board of Visitors, 2005-2012

Regional Vice President, Alumni Affairs, Case Western Reserve University Law School, 1989-2005

Secretary and General Counsel, James J. Norris Foundation for Migrants and Refugees, 1995-present

President, Young Adult League, St. Katherine Greek Orthodox Church, 1985-1987

Doug advises businesses on a broad range of individual, corporate and partnership matters, including business formations, operations, acquisitions, reorganizations, taxes and controversies with the Internal Revenue Service and the Justice Department. He represents clients in a wide range of industries, including healthcare, retail, motor fuels and professional services. He has extensive experience advising business owners on succession and complex estate planning issues and representing nonprofit organizations on an array of legal issues, including tax, governance, compensation and business transactions.

In addition to training associate lawyers through the firm’s mentoring relationships program, Doug is an adjunct professor at Georgetown Law Center, where he teaches a course on S corporations and limited liability companies in the LLM program in tax. He also taught a course on S corporations and limited liability companies to IRS lawyers nationwide through the Georgetown University Law Center/IRS Office of Chief Counsel Continuing Legal Education Program. He is a frequent contributor to legal updates and client briefings distributed by McGuireWoods. He co-authored and edited a comprehensive handbook for tax-exempt organizations regarding public disclosure requirements, as well as a handbook for independent insurance agents regarding business structures and taxation.

Doug is a member of the ABA Section of Taxation; the D.C. Bar Section of Taxation; and the J. Edgar Murdock Inn of Court, where he currently serves as secretary and treasurer. He is general counsel to, and a director and secretary and treasurer of the S&R Foundation; a founding board member, general counsel to, and secretary and treasurer of the European-American Cultural Foundation; general counsel to and secretary of the James J. Norris Foundation for Migrants and Refugees; and general counsel to the National Catholic Community Foundation and the Bill Raskob Foundation. He is a former member of the Board of Visitors of the Ohio University Honors Tutorial College and a former regional vice president of alumni affairs of Case Western Reserve Law School.

Before joining private practice, Doug was acting assistant to the Chief Counsel for the IRS, the lead IRS lawyer for the Windfall Profit Tax, and a senior attorney/advisor in the Legislation and Regulations Division.

While attending Ohio University, Doug was a member of Pi Gamma Mu, National Honorary Society for the Social Sciences, and a recipient of the Phi Beta Kappa Award for Studies in Classical Greek. 

In the News

Douglas W Charnas
T: +1 202 857 1757F: +1 202 828 29802001 K Street N.W.
Suite 400
Washington, DC 20006-1040

Represent majority owners of publicly traded U.S. corporation in acquisition of U.S. corporation by privately held foreign corporation.

Represent national real estate company in sale of the majority of its portfolio of real estate assets.

Represent principal owners of international German manufacturing company on U.S. tax matters involving investments in the United States.

Represented owners of privately held Swiss corporation in sale of stock to publicly traded U.S. corporation.

Represented owners of U.S. pharmaceutical company in initial public offering.

Represented nationally recognized charitable organization in sale of its publishing business to international publishing company.

Represented nationally recognized charitable organization in sale of its publishing business to related nationally recognized trade association.

Represented oil and gas S corporation in tax-free reorganization to strip assets from corporation in anticipation of stock sale. Obtained first private letter ruling from the IRS for this type of transaction.

Represented national real estate company in obtaining the first private letter ruling of its type from the IRS holding that three buildings could be treated as one for purposes of the new market tax credit.

Represented retail motor fuel outlet industry in IRS Industry Issue Resolution Program to favorably resolve depreciation issue for canopies.

Represented telecommunication company in IRS examination of worker classification of more than 200 independent contractors.

Represented industry leading company in IRS investigation into whether the company aided and abetted its customers in avoiding tax. Proposed penalties could have exceeded $1 billion. IRS eventually dropped the investigation.

Selected for inclusion as a "Leading Lawyer" in Tax, Chambers USA, 2018

Recipient, Georgetown University Vicennial Medal, 2012

Recipient, Incentive Award for High Quality Performance, Office of Chief Counsel, Internal Revenue Service, 1982

Co-author, "Can a Bankruptcy Trustee Avoid an Election to be Treated as a Corporation," Journal of Taxation, August 2012
Co-author, "IRS Announces New Voluntary Program for Resolving Worker Classification Issues," Practical U.S./Domestic Tax Strategies, August 2011
Co-author, "IRS Rules that 'F' Reorganization Can Be Used to Strip Retained Assets Before Sale," Practical U.S./Domestic Tax Strategies, February 2011
Co-author, "HIRE Forms Issued by IRS," Federal Employment Law Insider, May 2010
Co-author, "Stimulus Act Provides Extensive Tax Incentives for Renewable Energy," Practical U.S./Domestic Tax Strategies, February 2009
Co-author, "IRS Identifies New 'Transaction of Interest' Requiring Disclosure by Taxpayers and Material Advisors: Subpart F Income Partnership Blocker," Practical U.S./International Tax Strategies, December 2008
Co-author, "IRS Identifies Tier III Issues for Industry Issue Focus Program," Practical U.S./Domestic Tax Strategies, September 2008
Co-author, "IRS Issues S Corporation Guidance on Formation of Holding Company Structure," Practical U.S./Domestic Tax Strategies, March 2008
Co-author, "IRS Identifies Loss Importation Transaction as Prohibited Listed Transaction," Practical US/International Tax Strategies (Vol. 11, No. 12), June 30, 2007
Co-author, "IRS Releases Informal Memoranda on FIN 48," Practical US/Domestic Tax Strategies (Vol. 7, No. 6), June 2007
Co-author, "IRS Develops Formal Instructions for Field Personnel to Resolve Key Compliance Issues," Practical US/International Tax Strategies (Vol. 11, No. 5), March 2007
Co-Speaker, "Hot Topics for Nonprofits," 14th Annual Nonprofit Seminar – Staying Current in a Changing Landscape, October 18, 2016
Co-Presenter, "Joint Ventures in Real Estate Development," September 15 and October 13, 2016
Speaker, "Hot Topics in Employee Benefits and Payroll" and "Unrelated Business Taxable Income: Case Studies," 13th Annual Nonprofit Seminar – Staying Current and Avoiding Trouble: What Nonprofits Need to Know, September 15 & 30, October 30, 2015
Co-presenter, "Dealing with the IRS – Best Practices for Avoiding an Audit and How to Navigate the Process if Your Organization is Selected," Non-Profits and Associations Forum, ACC National Capital Region, May 12, 2015
Moderator, "Advances in Telemedicine," 9th Annual Healthcare Provider Conference, September 18, 2014
Co-Speaker, "Current Tax Developments Affecting Nonprofits," 12th Annual Nonprofit Seminar - Charities: More Change on the Horizon?, October 9, 2014
Virginia Amends Breach Notification Law, Password Protected, April 12, 2017
ALERT: Beware of W-2 Scam!, Password Protected, February 16, 2017
IRS Starts University Audits, January 29, 2010
Haitian Disaster Relief, January 19, 2010