Sharon Brown

Practice Areas

• Tax

• Public Finance

• Tax Credits

Career

Sharon serves as a co-chair of Barclay Damon's Public Finance Practice Area. With over 25 years of legal experience, her practice features a particular emphasis on the federal tax treatment of tax-exempt bond financings. In these matters, Sharon assists her clients in the tax structuring of governmental and private activity bond transactions. Sharon has served as bond counsel, underwriters' counsel, special-tax counsel, and borrower's counsel on a wide variety of public finance transactions, including single-family and multifamily housing; power and energy; 501(c)(3) financings for higher education, health care, assisted living, and cultural institutions; and general obligation bond and note issues for infrastructure projects for cities, towns, villages, and school districts across New York State. Moreover, she has extensive transactional experience with multifamily housing financings involving low-income housing tax credits, historical tax credits, and a variety of issuer and government subsidies and incentives.

She counsels state and local governmental entities, financial institutions, and not-for-profit organizations on a variety of public finance tax issues. She has worked on transactions involving multi-modal structures, complex refundings, derivative products, multiple-year tranches, draw-down bonds, recycled volume cap bonds, pooled financings, private placements, limited public offerings, general-obligation bonds, and revenue bonds.

Sharon additionally advises issuers and borrowers on IRS examinations of tax-exempt bond transactions and post-issuance tax compliance.

Sharon's experience as a tax attorney has given her the ability to simplify complex tax concepts, making her an essential resource for her clients. Additionally, Sharon's pleasant demeanor is a distinctive element of her client relationships.

In addition to her practice, Sharon serves as the firm's opportunity, inclusion, and belonging partner and as chair of the Opportunity, Inclusion & Belonging Partner Committee. In her role, she leads the firm's opportunity, inclusion & belonging initiative, authoring innovative policies and advising firm leadership on effectively recruiting and using the productive talents, energy, and creativity of a varied workforce for maximum organizational effectiveness and the best use of intellectual capital.

Outside Barclay Damon, Sharon is a federal income tax adjunct professor at New York Law School.

Professional Memberships

• American Bar Association

• American Bar Foundation, Fellow

• New York State Bar Association Committee on Diversity, Equity, and Inclusion Member and Events Subcommittee Chair; Task Force on Racism, Social Equity, and the Law Member and Housing Committee Co-Chair; Women in Law Section Executive Board Member and Awards Committee Co-Chair; Committee on Attorney Professionalism, Member

• National Association of Bond Lawyers

• New York State Association for Affordable Housing

• New York State Government Finance Officers Association

• National Association of Women Lawyers

• Women in Housing and Finance, Inc.

• New York State Attorney Emeritus Program Advisory Council, Member

Publications

• Barclay Damon LLP, “IRS Publishes Final Regulations on the Retirement of Tax-Exempt Bonds”

• Barclay Damon LLP, “New York City Council Passes Resolution No. 689 Approving ‘City of Yes’ Zoning Reforms”

• Barclay Damon LLP, “IRS Guidance Excludes VA Service-Connected Disability Benefits From Certain Income Determinations for Qualified Residential Rental Projects”

• Barclay Damon LLP, “IRS Allows Telephonic TEFRA Hearings Indefinitely”

• Barclay Damon LLP, “Revised IRS Form 8038-CP”

Personal

• New York Law School, Adjunct Professor

• Saint Saviour Catholic Academy, Board of Trustees

• The Episcopal Diocese of Long Island, Convention Committee Chair

• The Church Pension Fund, Board of Trustees

Work Highlights

• Serves as tax counsel in connection with the development and preservation of thousands of affordable housing units in mixed-use and mixed-income developments across the United States that are financed with tax-exempt bonds and 4 percent low-income housing tax credits; backed by traditional bank letters of credit; or involve Fannie Mae and Freddie Mac credit enhancement, HUD risk-sharing program insurance, derivative products through public offerings, and the direct loan or purchase of bonds.

• Served as tax counsel to a state and local housing finance agency in connection with the creation of a multifamily tax-exempt warehousing facility that provides recycling and bond-volume cap preservation.

• Serves as tax counsel to not-for-profit sponsors, managing members, and owner entities in the development, preservation, and financing of affordable residential rental projects containing units for supportive housing, involving 9 percent low-income tax credits and various other subsidies.

• Serves as tax counsel to state and local governments in the issuance of tax-exempt bonds for capital projects.

• Serves as tax counsel to issuers and borrowers in financings for 501(c)(3) educational, health care, and cultural institutions.

• Serves as tax counsel on pooled bond programs for state financing authorities.

• Serves as tax counsel in connection with IRS audits.

• Serves as pro bono tax counsel in connection with business formation, application for 501(c)(3) status and corporate governance.

Expert in these Jurisdictions

• New York

• District of Columbia

• US Tax Court

Languages Spoken

• English

Experience

• Hawkins Delafield & Wood LLP, Tax Group

Education

Awards