About John

John’s Law Practice—Introduction

LLCs provide greater legal and tax flexibility and statutory asset protections than any other business organization form. And section 199A provides extraordinary new federal income taxes to small business owners; these deductions can arguably exceed 20 percent of their business income.

Attorney John Cunningham is nationally recognized both in LLC law and tax and under new Internal Revenue Code section 199A. The purpose of John’s law practice is to maximize his clients’ section 199A deductions and to provide the strongest possible asset protection for their personal, family and business assets.

John is a graduate of Fordham College, from which he received a B.A. with a major in Greek and Latin classics; Fordham University, from which he received a master’s degree in philosophy; and the University of Pennsylvania Law School, from which he received a J.D. Before becoming a lawyer, Mr. Cunningham taught philosophy at Georgetown University.

John is licensed to practice law in New Hampshire and Massachusetts. He is a former trial attorney with the Tax Division of the United States Department of Justice and a former member of the Foreign Trade and Tax Department of the international law firm of Baker McKenzie. He is the principal of the Law Offices of John M. Cunningham, PLLC, Concord, NH, and he is of counsel to the New Hampshire-based law firm of McLane, Middleton, P.A. The McLane firm has offices in Manchester, Concord and Portsmouth, New Hampshire, and in Boston and Woburn, Massachusetts.

John’s LLC Practice

John began his LLC practice in 1993. Under the LLC acts of California, Delaware, Massachusetts, New Hampshire and other states, he has formed hundreds of LLCs, with initial capitalizations ranging from a few thousand dollars to $600 million and with memberships ranging from one member to over 100. He has also handled numerous statutory conversions of business corporations and other non-LLC entities to LLCs, and he was the lawyer who obtained the two leading private letter rulings covering corporate conversions to LLCs—namely, PLRs 200528021 and 200548021. He has represented many clients in conflicts between LLC members and managers.

John began his practice under section 199A in January of 2018, the effective date of the section. In his section 199A practice:

  • John advises clients who own closely held businesses whether the federal tax regimen of their start-up or existing businesses should be Subchapter C or a pass-through regimen (i.e., sole proprietorship, S corporation or tax partnership); and
  • He advises owners of pass-through businesses how to structure new businesses and restructure existing ones in order to maximize their section 199A deductions.

John is the principal author of Drafting Limited Liability Company Operating Agreements, the leading U.S. LLC formbook and practice manual. This book is published by Wolters Kluwer Law & Business, an international provider of legal and tax information services. John’s LLC practice is based on this book.

John’s Section 199A Practice

Since January 1, 2018, the effective date of section 199A, a major new focus of John’s law practice has been that of assisting clients to maximize their section 199A deductions. During 2018, he enabled these clients to save tens of thousands of dollars in federal income taxes.

John is the author of Maximizing Pass-Through Deductions Under Internal Revenue Code Section 199A—a Section 199A Practice Manual, the only book on section 199A published by a recognized legal and tax publisher. His section 199A practice is based on this book. This book, too, is published by Wolters Kluwer Law & Business.

Legislative Work

Mr. Cunningham was a member of the committees that drafted the original version of the New Hampshire Limited Liability Company Act in 1993 and the major amendments to that act in 1997. In 2011, he formed and chaired the committee that drafted a comprehensive revision of the New Hampshire Limited Liability Company Act (the “Revised Act”), and he was the architect and a principal drafter of that act. The Revised Act was signed into law by New Hampshire governor Lynch on June 18, 2012 and became effective on January 1, 2013. In May 2012, John received the New Hampshire Business and Industry Association’s annual “Above and Beyond” award for his work on the Revised Act.

Teaching

Mr. Cunningham teaches classroom and teleconference seminars and webinars on LLC law, tax and practice, on asset protection planning, and on IRC section 199A to bar associations, CPA societies, legal and accounting firms and business groups nationwide. Two of his most recent LLC and section 199A seminars have been for the American Bar Association and the American Law Institute.

Publications

As noted: