James C. Shanley

Of Counsel, Chicago
Phone: 312.245.7500

Jim Shanley has over thirty years of experience providing tax and tax-related services to corporate, business, individual and not-for-profit clients. His expertise includes planning and counseling clients in connection with a wide variety of Federal and State Income Tax and other tax issues

In addition, Mr. Shanley regularly advises clients regarding selection of appropriate business structures, as well as negotiating and executing stock and asset purchase agreements, mergers, reorganizations and other business transactions.

Prior to completing law school, Mr. Shanley worked for the Internal Revenue Service for five years as a Revenue Agent, Revenue Agent Instructor and Group Manager of Revenue Agents. A frequent author, Mr. Shanley has written articles dealing with income tax and other tax matters, which have appeared in legal and business publications, such as the Journal of the American Bar Association. He has also lectured on various tax topics at bar association meetings and other forums.

Representative Matters

  • "Golden Parachute" tax minimization procedures for corporate take-over targets and their executives.

  • The Federal and State Income Tax aspects of stock and asset acquisitions and divestitures of related and unrelated business organizations.

  • The Federal, State and local Tax aspects of the use of corporations, limited liability companies and other limited liability entities to carry on business operations.

  • Preparation for possible IRS assertions of Unreasonable Compensation and Unreasonable Accumulation of Earnings.

  • Stock options and deferred compensation.

  • Mandatory and optional distributions from tax-qualified and non-qualified retirement plans.

  • Programs designed to lessen or eliminate liability for Federal Estate and Gift Taxes.

  • Defense of clients before State and local tax agencies regarding Sales and Use Tax disputes.

Practice Areas


  • DePaul University College of Law, J.D., 1974
  • DePaul University, B.S., 1966


  • Illinois
  • California
  • United States Tax Court
  • U.S. Court of Federal Claims

Professional Activities

  • American Institute of Certified Public Accountants