Craig M. Bergez
LL.M., Taxation, New York University School of Law, 1990
J.D., University of California, Hastings College of the Law, 1989
B.A., Biology, University of California at Berkeley, 1986
District of Columbia
Craig Bergez is a partner in the corporate practice group and tax section of Porter Hedges. His practice involves counseling private companies and their owners regarding general business and planning matters, and providing solutions to a wide variety of tax problems.
Craig’s tax practice is focused on general transactional planning, with an emphasis on joint ventures, mergers and acquisitions, investment transactions, and choice of entity considerations. He works with company owners and executives, outside accountants, bankers, and other advisors to provide sophisticated solutions to tax puzzles involving, for example, mergers and acquisitions, corporate formations and reorganizations, Subchapter S corporations, partnership formations and restructurings, real estate transactions, financing transactions, executive compensation, and U.S. cross-border transactions. Craig also has experience representing companies and their owners during IRS exams and through IRS Appeals, as well as before the Texas Comptroller's office.
Craig’s private company practice involves counseling private companies and their owners regarding general organizational and operational matters, and in connection with making investments, selling businesses, buying other businesses, entering into joint ventures, and admitting key employees and investors as new owners. He regularly advises his clients in connection with governance issues, buy-sell transactions, employment matters, raising capital, and other financing arrangements. Craig advises operating companies, private equity funds, and other investors engaged in conducting or investing in a variety of industries reflecting the greater Houston, Texas economy. He also has substantial experience advising nonprofit and tax-exempt organizations on organizational and operational matters, including public charities, private foundations, and trade associations.
Craig has been selected for inclusion in Texas Super Lawyers in tax law since 2004. In 2009, he was named as a top lawyer in the State of Texas in the area of tax law by Super Lawyers - Corporate Counsel Edition.
Craig has been an Adjunct Professor at the University of Houston Law Center for many years, where he teaches or has taught classes in Partnership Taxation (2011 - Present) and in Business Planning (2004 - 2006).
- Special tax counsel to buyers and sellers in connection structuring the acquisition and disposition of private and public companies.
- Special tax counsel to founders and investors in connection with structuring early stage, growth, and other investments in operating companies.
- Special tax counsel to operators, investors, and other participants in connection with structuring the organization of and investments in companies, and other arrangements, for the acquisition, development, management and disposition of oil, gas, and other energy assets.
- Special tax counsel to developers and investors in connection with structuring the organization of and investments in companies, and other arrangements, for the acquisition, development, management, and disposition of real estate assets.
- Special tax counsel to founders, owners, and investors in connection with structuring the organization of and investments in new, growing, and mature companies in numerous industries reflecting the general economy.
- Special tax counsel to promoters and investors in connection with organizing and structuring investments in private equity, venture capital, and hedge funds.
- Special tax counsel in connection with structuring US cross-border transactions.
- Special tax counsel to private and public companies and their owners in connection with resolving civil tax controversies with the IRS through examination and IRS Appeals.
- Special tax counsel to private and public companies and their owners in connection with resolving tax controversies with the Texas Comptroller of Public Accounts.
- Special tax counsel in connection with structuring the settlement of litigation matters.
- Counseling founders, promoters, and investors in connection with organizing and structuring investments in new, growing, and mature private companies in a variety of industries reflecting the greater Houston, Texas economy. Specific industry experience includes automotive, construction, consulting, fabrication, financial services, oil field services, real estate development and investment, specialty fabrication, and specialty tubing.
- Counseling private companies and their owners in connection with structuring relationships with key employees, and planning for succession.
- Counseling private companies and their owners in connection with major transactions, including a sale of a flagship or subsidiary company, the acquisition of another company, or transactions involving internal reorganizations.
- Counseling Latin American and other non-U.S. companies in connection with making investments in the U.S.
- Counseling professional service firms, including law firms, accounting firms, and medical practices, regarding general organizational and operational matters.
- Counseling executives in connection with entering into employment arrangements, and with respect to major transactions involving employers (including sale transactions).
- General counsel to private companies and their owners regarding day-to-day operational and other recurring matters.
Nonprofit / Tax-Exempt Organizations
- Counseled numerous companies, benefactors, and charitable organizations in connection with the creation of charitable organizations, and making donations and grants, to assist with recovery from hurricanes Katrina and Rita.
- Represented numerous private foundations and public charities in connection with incorporation and obtaining recognition of tax-exempt status under IRC § 501(c)(3) (including the Concord Coalition, Seeds of Peace, Baseball USA, and the Briarmeadow Charter School Parent Teacher Association).
- Represented Houston-based organization on a mission to assist disabled Texans in connection with obtaining recognition of tax-exempt status under IRC § 501(c)(3) and public charity status under IRC § 509(a)(1) after initial denial by IRS examination group.
- Represented nationwide charitable organization with over 30 regional and local affiliates in connection with obtaining recognition of tax-exempt status under IRC § 501(c)(3) and public charity status under IRC § 509(a)(1) from IRS Appeals.
- Represented US charitable organization operating school system in the country of Senegal regarding obtaining recognition of tax-exempt status under IRC § 501(c)(3) and public charity status under IRC § 509(a)(1).
- Represented nonprofit medical practice group in connection with obtaining recognition of tax-exempt status under IRC 501(c)(3).
- Advise numerous charitable organizations and donors (including various public corporations) in connection with structuring international grant-making activities.
Professional / Civic Affiliations
- Martindale Hubbell AV Rated Attorney
- Houston Bar Association, Tax Section, Member; Council (2009-Present); Chair (2013-2014); Chair-Elect (2012-2013); Secretary (2011-2012); Treasurer (2010-2011); Mergers & Acquisitions Section, Member
- Houston Tax Roundtable, Member; President (2010-2011)
- Wednesday Tax Forum, Member
- Foundation for the Retarded, Board of Trustees (2004-2009)
- The Center Serving Persons with Mental Retardation dba The Center for the Retarded, Board of Directors (1999-2004)
- "Partnership Taxation - Recent Developments," Texas Tax Lawyer, Vol. 41, No. 2 (2014)
- “Disposable Personal Goodwill, Frosty the Snowman, and Martin Ice Cream All Melt Away in the Bright Sunlight of Analysis,” Nebraska Law Review, Vol. 91, No. 1, p. 170 (2012)
- "Structuring Deal to Reduce Tax Levels Can Help When Money's Due," Houston Business Journal (04/14/06)
- "Partnerships Taxation - Recent Developments," Houston Bar Association Taxation Section (09/17/14)
- "Current Developments in Partnership Taxation," 32nd Annual Advanced Tax Law Course, State Bar of Texas (08/29/14)
- “Exploring the Flexibility Offered by the TBOC Merger Provisions: The Tax Consequences of Partnership Divisions,” UT LAW CLE – LLCs, LPs and Partnerships Conference (07/10/14)
- "Taxation of Partnership Divisions, LLCs, LPs, and Partnerships," University of Texas School of Law at Austin (07/10/14)
- "Is the Sun Setting on Private Equity: A Look at the First Circuit's Decision in Sun Capital," Houston Tax Roundtable (01/08/14); Wednesday Tax Forum (03/25/14)
- "Martin Ice Cream and Personal Goodwill," 30th Annual Advanced Tax Law Course,State Bar of Texas (08/17/12)
- "Personal Goodwill: Does it Exist? Can it Be Transferred Without Using a Horcrux?" Wednesday Tax Forum (02/28/12)
- “Personal Goodwill: Seller Beware,” Houston Tax Roundtable (02/09/11)
- “Too Much of a Good Thing: Fallout from the Carried Interest Scandal,” Houston Tax Roundtable (11/14/07)
- "Invisibility Cloaks for Corporations (Disregarded Entities in Corporate Transactions)," 26th Annual Tax & Business Planning Seminar, Houston (01/01/03)
- "Mergers and Acquisitions: Basic Concepts and Current Issues," Texas Society of CPAs, 8th Annual CPE Family Conference, Galveston (01/01/03)
- "Current Developments for Passthrough Entities: Partnership Profits Interests and Options," Houston Area Tax Forums (01/01/02)
- "Mergers and Acquisitions: Current Developments Under Section 368," Houston Area Tax Forums (01/01/02)
- "Judicial Highlights," 24th Annual Tax Planning Seminar, Houston (01/01/01)
- "Business and Tax Considerations in Partnership Exit Strategies," 22nd Annual Tax Planning Seminar, Houston (01/01/99)
- "A Birdseye View of the M&A Tax Forest," Tax Executives Institute, Houston Chapter Tax School (01/01/98)
- "Tax Considerations When Structuring Mergers and Acquisitions," 20th Annual Tax Planning Seminar, Houston (01/01/97)
- "IP Tax Traps—What Every IP Lawyers Should Know," State Bar of Texas, Intellectual Property Law Institute, San Antonio (01/01/96)
- "Advances S Corporation Problems," Texas Society of CPAs, CPE Classes, Houston and San Antonio (01/01/96)
- "Intellectual Property: How to Play It Smart," 19th Annual Tax Planning Seminar, Houston (01/01/95)