Tax Attorney in San Francisco, California

Often yes — on income sourced to California even after the move, and sometimes on residency grounds if the FTB believes you never severed your California-resident status. Under Cal. Rev. & Tax. Code §17041 and FTB Publication 1031, equity compensation that vested while you rendered services in California is California-source income on sale, even years after you relocate. Separately, the FTB applies the Appeal of Bragg, 2003-SBE-002 closer-connection factors under R&TC §17014 — location of personal items, where your spouse and children live, voter registration, professional licenses, vehicle registration, real-property holdings, social and religious ties, financial accounts, and time spent in California — to determine whether you actually became a nonresident on the date you claim. We see this pattern weekly with Salesforce, Stripe, OpenAI, and Airbnb transplants. San Francisco is the number-two source of CA-departing-resident audits in the state.

The U.S. Tax Court holds San Francisco trial sessions at the Phillip Burton Federal Building at 450 Golden Gate Avenue, San Francisco CA 94102. A petitioner designates San Francisco as the preferred place of trial on the petition under Tax Court Rule 140. Sessions are scheduled on rotation rather than monthly — San Francisco is one of five California Tax Court trial cities along with Los Angeles, San Diego, Sacramento, and Fresno. Small-tax-case procedure under IRC §7463 is available for deficiencies of $50,000 or less per year and uses simplified evidentiary rules.

An incentive stock option exercise creates an Alternative Minimum Tax preference equal to the spread between exercise price and fair market value on exercise date, under IRC §56(b)(3) and §55. If you exercise-and-hold past the calendar year, you owe AMT on that phantom spread even if you never sell, and even if the stock subsequently drops below the exercise price. California adds its own AMT computation on FTB Schedule P (540). The AMT credit under IRC §53 lets you recover the prepayment over future years when regular tax exceeds tentative minimum tax — but the cash-flow squeeze in the exercise year is real. Disqualifying-disposition planning (selling within the same year) avoids AMT but converts the spread to ordinary income at the federal 37% top rate and California's 13.3%. For pre-IPO ISO holders at SF unicorns, this is a near-universal trap.

Federal: IRC §1202 allows up to 100% exclusion of gain on Qualified Small Business Stock held more than five years, subject to per-issuer caps (the greater of $10 million or 10x basis). The corporation must be a C-corp engaged in a qualified active business, with assets of $50 million or less at issuance, and the stock must be acquired at original issuance. California is more complicated. California historically conformed to §1202 in part, but the conformity statute was struck down by Cutler v. Franchise Tax Board, 208 Cal.App.4th 1247 (2012) on Commerce Clause grounds, and California has not enacted a replacement — the FTB treats QSBS gain as ordinary California income with no exclusion or deferral for tax years 2013 forward. SF founders relying on the federal exclusion need to plan for the full California tax liability separately. We see disputes where the FTB challenges the federal exclusion's qualification (active business, original issuance, hold period) during a coordinated audit, even though the California treatment does not turn on those factors.

Twenty years from the date of assessment, under R&TC §19255 for personal income tax administered by the Franchise Tax Board. That is twice the federal IRS Collection Statute Expiration Date under IRC §6502 (10 years). Tolling rules differ between the two statutes. The four-year statute on FTB assessment runs under R&TC §19057, extended to six years for a 25% omission of gross income under R&TC §19058, and unlimited for unfiled returns. For an SF taxpayer with both federal and California liabilities, this two-clock problem drives the resolution strategy: a Partial Pay IA that runs out the federal clock makes sense in some fact patterns but does nothing about the California side that still has 15 more years to recover.

Yes. A levy under IRC §6331 reaches property and rights to property held by or for the taxpayer, including brokerage accounts. Once the broker (Schwab, Fidelity, E-Trade, Morgan Stanley, Carta for pre-IPO holdings) receives a levy, it segregates the account and holds funds for 21 days under IRC §6332(c) before remittance. Pre-IPO restricted positions and unvested RSUs sit in different categories — the IRS levy power on contingent property is narrower — but cash-settled vested positions and vested-but-unsold shares are fully reachable. The FTB issues parallel Orders to Withhold under R&TC §19021. Acting in the 21-day federal window matters: a properly-filed CDP request or accepted CNC suspends the levy before the broker remits.

Probably yes for the federal trust-fund portion. IRC §6672 assesses a Trust Fund Recovery Penalty against any "responsible person" who "willfully" failed to pay over withheld taxes — the FICA and federal income-tax withholding portion of Form 941. The IRS conducts a Form 4180 interview to identify responsible persons. Anyone with check-signing authority, payroll-decision authority, or knowledge of the unpaid taxes can be assessed personally — founders, head of finance, controller, even an outside CFO in some fact patterns. For SoMa SaaS startups, this often catches multiple people because cap-table authority and check-signing authority overlap. On the California side, the EDD pursues parallel responsible-person liability under UIC §1735 for state withholding (PIT, SDI) and unemployment-insurance trust funds. CA LLC franchise tax under R&TC §17941 stays with the entity but can lead to FTB suspension if unpaid.

The San Francisco Gross Receipts Tax is imposed under SF Business and Tax Regulations Code Article 12-A-1 on persons engaging in business in San Francisco with annual gross receipts above the small-business exemption threshold. The tax replaced the SF Payroll Expense Tax effective 2014 with a full phase-in by 2018. Rates vary by business activity (information, financial services, accommodations, retail, manufacturing, etc.) and apply to gross receipts apportioned to SF using a payroll-and-receipts formula. The Homelessness Gross Receipts Tax under SF Business and Tax Regulations Code Article 28 (Prop C of 2018) adds a surcharge on gross receipts above $50 million. Most SF businesses also owe annual Business Registration fees and must register with the Office of the Treasurer & Tax Collector at 1 Dr. Carlton B. Goodlett Place, Room 140. Remote-worker LLCs and out-of-state businesses with SF nexus discover these obligations after a Treasurer notice arrives.

If the aggregate balance of all your foreign financial accounts exceeded $10,000 at any point during the calendar year, yes. FinCEN Form 114 (FBAR) is filed electronically through the BSA E-Filing System by April 15 with an automatic extension to October 15. Separately, Form 8938 attaches to your Form 1040 if you exceed higher specified foreign financial asset thresholds ($50,000 single / $100,000 joint at year-end for U.S.-resident filers; higher for U.S. taxpayers abroad). The Chinese-American Chinatown and Richmond communities, the Filipino community in SoMa and across the Daly City line, the Russian-speaking population in the Outer Sunset and Inner Richmond, and the Vietnamese community in the Tenderloin and Outer Mission all carry FBAR exposure on inherited accounts, family-held investment accounts, and pre-immigration savings. If you missed prior years, the Streamlined Domestic Offshore Procedures (for non-willful U.S.-resident filers) and Streamlined Foreign Offshore Procedures (for non-willful U.S. taxpayers abroad) are the principal compliance paths. Willful FBAR penalties run up to the greater of $100,000 or 50% of the account balance per violation, so the non-willful path matters.

Mello-Roos is the colloquial name for the Mello-Roos Community Facilities Act of 1982, codified at Cal. Gov. Code §53311 et seq. Community Facilities Districts impose a special tax on parcels inside the district to finance infrastructure (schools, roads, water, public-safety facilities) that the Prop 13 ad valorem property tax cannot fund. In San Francisco, the principal Mello-Roos CFDs cover Mission Bay (CFD No. 7, financing the UCSF Mission Bay campus build-out and supporting infrastructure), Treasure Island (CFD No. 2018-1, financing the redevelopment), and the Hunters Point Shipyard / Candlestick Point redevelopment area. If your parcel is inside a CFD, the special tax appears as a line item on your annual property-tax bill from the SF Treasurer-Tax Collector, separate from the 1% ad valorem rate and any voter-approved bond add-ons. Mello-Roos disclosures are mandatory under Cal. Gov. Code §53341.5 in any sale of a CFD parcel. Disputes typically go through the CFD administrator first and the SF Assessment Appeals Board only on ad valorem issues, not on the Mello-Roos special tax itself.

Yes. IRC §7345 authorizes the IRS to certify "seriously delinquent" tax debt — currently $62,000 for 2026, indexed for inflation — to the State Department, which may then deny passport renewal or revoke an active passport. The certification reverses when the debt is paid, an IA is in place, an accepted OIC is in force, an active CDP hearing is pending, or Innocent Spouse Relief is in process. SF engineers traveling internationally for work, founders raising capital from Asian or European LPs, and remote workers on extended trips abroad face real revocation exposure. Decertification typically processes within 30 days once a qualifying resolution is in place. The H-1B and O-1 visa population in SF tech is particularly exposed because international travel is often required for visa renewals at consulates abroad.

Four items recur on SF short-term-rental audits. First, IRC §280A limits deductions when personal use exceeds the greater of 14 days or 10% of rental days — SF owners often trip the personal-use clock with holiday and event blocking. Second, if the average rental period is seven days or less, the activity is not "rental" for passive-loss purposes — it is a trade or business under Treas. Reg. §1.469-1T(e)(3), which means material-participation testing under IRC §469 controls deductibility. Third, the SF Transient Occupancy Tax under SF Business and Tax Regulations Code Article 7 (currently 14% in SF) applies on top of the state sales-and-use tax framework where applicable. Fourth, San Francisco has its own short-term rental registration regime through the Office of Short-Term Rentals (under Admin Code Chapter 41A), restricting STR to the host's primary residence and capping unhosted rentals at 90 days per year — non-compliance can convert a profitable Airbnb into a city-citation matter that triggers a Treasurer business-tax investigation alongside the federal Schedule E.

Fees vary by matter complexity. A straightforward federal Installment Agreement typically falls between $1,500 and $3,500. A full federal Offer in Compromise with Form 433 financial analysis runs $4,000 to $7,500. A coordinated federal-plus-FTB OIC with two parallel financial submissions runs higher because two agencies are involved. Federal audit defense depends on the audit type and number of issues; an FTB residency-and-source-of-income audit defense typically prices in line with a federal field audit. A U.S. Tax Court petition with case workup and trial preparation in San Francisco generally starts at $6,000 and rises with case complexity. A coordinated federal-plus-California departing-resident audit defense for an SF transplant runs higher because it covers two statutes, two collection clocks, and the Bragg-factor closer-connection analysis. VTL provides a written fee quote after the free consultation. California Rule of Professional Conduct 7.1 prohibits comparisons claiming we are cheaper or faster than competitors without verifiable substantiation, so we do not market on price.

Yes. Communications between you and a licensed attorney for the purpose of seeking legal advice are protected by federal common-law attorney-client privilege, subject to the usual exceptions (crime-fraud, waiver, third-party presence). California Evidence Code §954 provides parallel protection at the state level. The narrower federally-authorized tax practitioner privilege under IRC §7525 applies to non-attorney CPAs and EAs in noncriminal civil federal matters but does not extend to criminal-tax matters, state-tax matters, or written tax-shelter communications. An attorney handling your tax case retains the broader privilege that survives criminal investigation — which matters significantly if a civil IRS or FTB audit shifts to a Criminal Investigation Division referral or a Public Integrity Section investigation.

The California Office of Tax Appeals hears appeals from FTB Notices of Action and CDTFA petitions for redetermination. OTA is headquartered in Sacramento with permanent hearing rooms in Los Angeles and Fresno; San Francisco-area appellants are accommodated through video and in-person hearings at the available California locations under OTA Reg §30201. A hearing is before a three-member panel of administrative-law judges. The appellant files an Opening Brief, the agency responds, the appellant may file a reply, and the panel issues a written opinion typically a few months after submission. Oral argument is available on request. OTA decisions are published and binding on the agencies. If an appellant loses at OTA, the remedy is to pay the tax and file a refund action in San Francisco Superior Court under R&TC §19382 (against the FTB) or the parallel statute for CDTFA matters. The OTA petition window is 30 days from the FTB Notice of Action or 30 days from the CDTFA decision on the petition for redetermination.

Yes, generally, on the federal side. IRC §6331(k)(1) suspends levy action while an OIC is pending and for 30 days after a rejection, plus during any timely-filed Appeals review of a rejection. The IRS will not levy on you while a processable OIC is being evaluated. However, the IRS may still file a Notice of Federal Tax Lien during the OIC pendency to protect its position — the lien is not a levy. CSED is also tolled during pendency, which matters when the original ten-year clock is close to expiring. On the California side, the FTB OIC under R&TC §19443 similarly suspends collection during evaluation but, as on the federal side, may not stop a state tax lien from filing. A poorly-prepared OIC that gets returned (not rejected) does not provide the same federal protection — processability matters, and Forms 433-A(OIC) and 433-B(OIC) must be technically complete.

Correct — the City and County of San Francisco is consolidated under SF Charter §1.101, so there is no separate "county" government distinct from the city. The Office of the Assessor-Recorder at 1 Dr. Carlton B. Goodlett Place, Room 190 sets your Prop 13 base-year value under Cal. Const. Art. XIIIA. To appeal, you file Form BOE-305-AH with the San Francisco Assessment Appeals Board, which sits at City Hall and operates under R&TC §1603-1611. The filing window is 60 days from the date of the Annual Notice of Assessment, or by September 15 for the regular roll. Two appeal grounds are available: base-year value appeals (challenging the original assessed value at acquisition or after a change in ownership under Prop 13 reassessment rules) and decline-in-value appeals (claiming the current market value is lower than the assessed value under R&TC §51). Mello-Roos special taxes within Mission Bay, Treasure Island, or Hunters Point CFDs are not appealable to the AAB — those go through the CFD administrator and ultimately superior-court mandamus if disputed.

A CDTFA audit usually opens with a letter from the San Francisco Field Office at 121 Spear Street, San Francisco CA 94105 requesting books and records for a three-year audit period (extended where returns were not filed or where fraud is found). The auditor reviews the sales journal, purchase journal, exemption certificates (resale certificates under R&TC §6092), sales tax returns, federal income-tax returns, and bank statements for the period. The CDTFA tests the reported numbers against bank deposits, federal Schedule C, and third-party data — credit-card processor statements, Form 1099-K, and supplier purchase data. After the audit, the CDTFA issues a Notice of Determination. You have 30 days under R&TC §6561 to file a Petition for Redetermination. If denied, you can appeal to the California Office of Tax Appeals. If that fails, you pay the tax and file a refund action in SF Superior Court. SoMa restaurants, Mission retail, Union Square hotels, and online sellers with SF nexus face this audit pattern routinely. The 8.625% combined SF sales-and-use rate makes the dollar exposure material on any reconstructed-sales adjustment.