Jean A. Pawlow

Partner

Washington, D.C. / Silicon Valley
jean.pawlow@lw.com
+1.202.637.3331

PRACTICES

  • International Tax
  • Tax
  • Tax Controversy

BAR QUALIFICATIONS

  • California
  • District of Columbia

EDUCATION

  • JD, Harvard Law School, 1988
    cum laude
  • BS, University of California, Berkeley, 1985
    with high honors

PROFILE

Jean Pawlow represents companies and individuals on high-profile tax controversy matters.

Leveraging her creative pragmatism and more than three decades of courtroom success, Jean is a strong litigator in matters of federal, state and local, and appellate tax controversies. She helps clients navigate a myriad of complex tax issues, including:

  • Transfer pricing and other valuation issues
  • Financial instruments, including credit card interchange and OID
  • Foreign tax credit and research credit issues
  • Tax accounting issues
  • Withholding and reporting issues
  • Excise taxes
  • Estate and gift tax issues
  • Franchise taxes
  • Tax incentives

Jean has a breadth of experience in all stages of the IRS administrative process, federal litigation, and Tax Court litigation. She has litigated cases before US district and appellate courts, as well as the US Tax Court, the US Court of Federal Claims, and the US Supreme Court.

She has broad knowledge of the IRS alternative dispute resolution (ADR) procedures, including fast-track settlement, rapid appeals, post-appeals mediation, pre-filing agreements, and compliance assurance process (CAP) audits. Jean regularly represents clients who are undergoing audits by the IRS Global High-Wealth Industry Group.

A recognized thought leader, Jean frequently speaks and writes on industry trends. She has appeared on CBS and CNBC, and was a contributing editor of Getting the Deal Through: Tax Controversy 2016.

Jean formerly served on the firm's Women Enriching Business (WEB) Committee, which promotes women in business both inside and outside the firm.

Professional Experience

  • American College of Tax Counsel Fellow
  • Former member, US Court of Federal Claims Advisory Council, Tax Committee
  • Former member, San Jose State University Lucas College and Graduate School of Business, Tax Advisory Board

Recent Speaking Engagements

  • Panelist, TEI Region VIII, “IRS Audits & Appeals Updates” (June 2023)
  • Panelist, TEI Mid-Year, “The IRS’s New Enforcement Priorities” (March 2023)
  • Panelist, TEI Chicago, “Administrative Procedure Act Challenges” (February 2023)
  • Panelist, TEI Audits & Appeals, “IRS Appeal Process Updates” (September 2022)
  • Panelist, TEI Chicago, “Ethics” (February 2021)
  • Panelist, TEI San Francisco, “Ethics for In-House Tax Professionals” (January 2020)
  • Co-Chair, “Implications of State Aid Cases/OECD Transfer Pricing Guidelines,” Tax Planning Strategies, US and Europe (April 2018)

EXPERIENCE

Jean’s representative experience includes:

Federal

  • Lead counsel challenging federal regulations issued in the wake of 2017 tax reform (Varian Medical Systems v. Commissioner, Tax Ct. filed May 26, 2023)
  • Lead counsel securing a tax refund of US$200 million for a loss incurred when a financial institution’s supervisory goodwill asset became worthless as a result of a breach of contract by the US government (Citigroup, Inc. v. United States, Fed. Cir. filed Sept. 1, 2015)
  • Lead counsel challenging a tax deficiency of US$228 million corresponding to the transfer of an automotive parts business from a US subsidiary to its foreign parent (Siemens Corp. v. Commissioner, Tax Ct. filed Jun. 6, 2018)
  • Lead counsel challenging a tax deficiency relating to cancellation of indebtedness income for the corporate owner of the IHOP and Applebee’s restaurant chains (Dine Equity, Inc. v. Commissioner, Tax Ct. filed Nov. 20, 2014)*
  • Co-lead counsel in a six-week Tax Court trial challenging asserted tax deficiencies of US$560 million relating to leveraged lease transactions (John Hancock Life Ins. Co. v. Commissioner, 141 T.C.  1 (2013)*
  • Lead counsel in a Tax Court case for a former US ambassador to the Bahamas; secured settlement of six years of tax deficiencies in nine months (Blankenship v. Commissioner, Tax Ct. Nos. 8799-08, 19383-08 and 28630-11)*
  • Lead counsel in a Tax Court case challenging compensation paid to members of a closely held agricultural business (DiMare, Inc. v. Commissioner, Tax Ct. filed Oct. 18, 2013)*
  • Co-lead counsel challenging the valuation of an estate’s assets and deduction for charitable contributions (Estate of Stanton v. Commissioner, Tax Ct. filed Aug. 15, 2013)*
  • Lead counsel successfully challenging a US$320 million tax and penalty deficiency relating to OID interchange income earned by credit card issuer. Capital One Financial Corp. v. Commissioner, 133 T.C. 136 (2009) and 130 T.C. 147 (2008), aff’d, (4th Cir. 2011)*
  • Co-lead counsel seeking tax refund for deduction of interest expense relating to the transfer of property to a trust in satisfaction of a contested liability under Code section 461(f). Goodrich Corp. v. United States 2012 U.S. Dist. LEXIS 5301 (W.D.N.C. Jan. 18, 2012); Goodrich Corp. v. Commissioner (Tax Ct. filed Dec. 8, 2009)*
  • Co-counsel in landmark case seeking a US$419 million tax refund relating to allocation of R&D expenses in determining DISC/FSC benefits. Boeing Co. v. United States, 537 U.S. 437 (2003), aff’g, 258 F.3d 958 (9th Cir. 2001), rev’g, 82 A.F.T.R.2d (RIA) 6246 (W.D. Wash. 1998)*
  • Co-counsel successfully challenging deficiency relating to taxpayer’s deduction for estimate of inventory “shrinkage.” Wal-Mart Stores, Inc. v. Commissioner, T.C. Memo 1997-1, aff’d, 153 F.3d 650 (8th Cir. 1998)*
  • Co-counsel successfully  challenging whether commissions earned as compensation for  personal services were taxable as income effectively connected to a US trade or business. Pen v. Commissioner (Tax Ct. filed Jan. 11, 1996)*
  • Co-counsel successfully obtaining tax refund where taxpayer’s disability reserve qualified as a “life insurance reserve” under Code section 801. Metropolitan Life Ins. Co. v. United States, 30 Fed. Cl. 195 (1993)*
  • Co-counsel in Tax Court trial contesting deficiency regarding: application of Treas. Reg. § 1.451-4 to taxpayer’s rewards program, overhead allocation, and investment tax credit issues. Texas Instruments v. Commissioner, 98 T.C. 628 (1992) and T.C. Memo 1992-306*

State and Local

  • Lead tax counsel defending putative class action multi-state litigation asserting imposition of state and local franchise taxes for streaming video content (Netflix)
  • Lead counsel seeking refund of sales tax paid in Colorado for streaming video content (Netflix, Inc. v. DOR, D. Ct. Denver filed June 22, 2023) 
  • Lead tax counsel successfully defending putative class action alleging unlawful imposition of sales taxes in Massachusetts, New York, and Virginia (Skillern v. Peloton Interactive, Inc. S.D.N.Y. Aug. 29, 2022)
  • Co-counsel in a Washington, D.C. transfer pricing case; secured a complete victory on motion for summary judgment (Siemens Corp. v. Office of Tax and Revenue, Dist. of Columbia filed Apr. 11, 2013)*

Appellate

  • Co-counsel in appellate case affirming deduction for legal fees. Mylan, Inc. v. Commissioner, 3rd Cir. filed 2022)
  • Co-counsel in appellate case concerning whether income qualified as foreign base company sales income. Whirlpool Fin’l Corp. v. Commissioner (6th Cir. No. 20-1899) 
  • Co-counsel in appellate case addressing transferee liability. State of Wisc. Inv. Board v. Commissioner (7th Cir. filed 2020) 
  • Co-lead counsel in protecting the rights of a lender in a secured debt transaction involving the “holder of a security interest” under Code section 6323(a). John Hancock Life Ins. Co. v. United States (5th Cir. filed Dec. 7, 2009)* 

*Matter handled prior to joining Latham