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Steven B. Gorin

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Steven B. Gorin concentrates his practice in estate planning and in structuring privately held businesses. He builds estate plans for individuals, keeping in mind their financial security and desire to save income and estate tax.

Steve's practice structuring businesses helps owners plan for the eventual sale (to co-owners, employees, or third parties) or transfer (to family members), providing a legal framework for an orderly transition while strategically saving income, transfer, and FICA taxes.

Steve practiced accounting for 8 years and continues to maintain his CPA license. He was a partner in a small CPA firm, helping individuals and businesses with income tax planning, tax return preparation, and financial planning. When Steve structures businesses, he seeks to reduce family or business conflict and save estate tax.

Some strategies reduce income tax on the exit from a business, maximize tax basis increases when an owner dies, avoid income tax traps regarding deferred compensation and life insurance, secure life insurance proceeds for buy-sell agreements, or protect an election to be taxed as an S corporation.

Steve might be the only lawyer in the country to attend all of the meetings of not only the American Bar Association's Real Property, Trust & Estate Law Section from 2001-May 2013, but also the American College of Trust & Estate Counsel since 2005. He uses what he learns to help clients and shares it with other professionals by speaking locally and nationally on estate and income tax planning for business owners and individuals.

American Bar Association: Real Property, Trust & Estate Law Section
Council (2007-2013)
Committee on Governmental Submissions (2007-Present)
-- Vice Chair (2013-2014)
Business Planning Group (2001-Present)
-- Group Chair (2004-2007)
American College of Trust and Estate Counsel (ACTEC)
Fellow (2004-Present)
Business Planning Committee (2005-Present)
--Chair, Subcommittee on Pass-Through Entities (2013-present)
Employee Benefits in Estate Planning Committee (2007-Present)
Program Committee (2006-2008, 2013-present)
Bar Association of Metropolitan St. Louis
American Bar Association
Taxation and Business Law Sections
St. Louis Estate Planning Council
American Institute of CPAs
Missouri Society of CPAs
LISI electronic newsletter
Technical Editor (2006-Present)
Tax Management Estates, Gifts & Trusts Journal (2009-2010)
Covenant/CHAI Apartments
Board Member (2009-2013)
President (2011-2013)
Executive Committee (2010-present)
Jewish Family and Children’s Service
Board Member (2000-2006)
Congregation Shaare Emeth
Board Member (2000-2003)
Listed in "The Best Lawyers in America®" (2008-2015)
Selected as Fellow in American College of Trust and Estate Counsel
American Association of Attorney-Certified Public Accountants (AAA-CPA)
Speaker, "Discussing the New 3.8% Tax" (June 2013)
American Bar Association (ABA), Real Property, Trust & Estate Law Section
Speaker, "Tricks and Traps for Trusts Owning Stock in S Corporations," eCLE (April 2014)
Speaker, "Income Tax Exit Strategies from Businesses" and "Use and Drafting of Buy Sell Agreements," Advanced Skills Training for Estate Planners (July 2013)
Speaker, "Special Issues in Business Succession Planning," Spring Symposia (May 2013)
Speaker, "Tax Rate Changes and the Impact on Exit Strategies and Businesses Owned By Trusts (Including the Impact of the Medicare Supplemental Tax Under Section 1411)," RPTE eCLE program (January 29, 2013)
Speaker, " 'GOTCHA' Transactions in the Formation, Structure, and Conveyance of Business Interests,” eCLE teleconference, October 9, 2012
Speaker, "Structuring Buyouts for Retiring Professionals" and "Issues in Dividing Up and Transferring Property Out of Professional Corporations and Partnerships," Joint Fall CLE Meeting with Section of Taxation, 2012
Speaker, "S Corporation Tricks, Traps and Solutions," eCLE teleconference (February 14, 2012)
Speaker, " 'GOTCHA' Transactions in the Formation, Structure, and Conveyance of Business Interests,” Joint Fall Meeting (2011)
Speaker, "Business Entities Owning Investment Portfolios," Spring Symposia (2012)
Panelist, "Using Partnerships to Own Buy-Sell Insurance," telephone CLE (July 19, 2011)
Panelist, "Counseling Closely Held Business Owners About Compensation Planning," for Business Planning Group at ABA RPPT Spring Symposia (4/28/2011)
Panelist, "Roth Conversions - A Year-end Look," a JCEB telephone CLE (12/14/2010)
Panelist, "Using Formula Clauses for Sales and Gifts," telephone CLE (11/16/2010)
Panelist, "Important Developments," for Business Planning Group at Joint Fall Meeting (2010)
"Lifecycle of a Family Business Owner," Spring Symposia (2010)
"Estate Planning for Retirement Plans (Including IRAs)," Spring Symposia (2009) and telephone CLE (2009)
“Income Tax Dynamics of Seller-Financed Sales to Purchasers other than Grantor Trusts,” Spring Symposia (2008)
Moderator and Panelist, ”Ten Items Estate Planners Need to Know About 409A and Deferred Compensation," Webinar (June 5, 2007)
Chaired Business Planning Group meeting on recent legislative developments, appraisal rules, and planning using charitable trusts, Spring Symposia (2007)
Moderator and Panelist, “Estate Planning for the Sale of Business Interests," Joint Fall Meeting with ABA Section of Taxation (2006)
Moderator and Panelist, “Impact of 409A Deferred Compensation Rules on Estate & Retirement Planning for Executives and Structuring the Sale or Business Succession of Closely Held Businesses,” Joint Fall Meeting with ABA Section of Taxation (2006)
Moderator and Panelist, “New Traps for Executives and Business Owners that Estate Planners Need to Know About 409A,” Webinar (October 3, 2006)
Panelist, “Property Preservation Task Force: Using Limited Liability Companies to Avoid Land Loss,” Joint Fall Meeting with ABA Section of Taxation (2005)
Chaired Business Planning Group meeting on business succession planning, drafting limited partnership agreements and buy-sell agreements and spoke on recent S corporation developments and on irrevocable grantor trusts, Spring Symposia (2006)
Moderator and Panelist, “'Splitting Up Family Business – Four Scenarios: Family Limited Partnership, Manufacturing or Retail Business, Professional Service Firm and Agricultural Business,” Joint Fall Meeting with ABA Section of Taxation (2005)
Chaired Business Planning Group meeting on family limited partnerships, irrevocable grantor trusts, and S Corporations, Spring Symposia (2005)
Panelist, "Post-Mortem Planning with Business Interests," Spring Symposia (2005)
Moderator and Panelist, “Doing Business in Multiple States: Watch Out for Decoupled State Death Taxes!” Joint Fall Meeting with ABA Section of Taxation (2004)
“When Worlds Collide: Holding Business Interests in Trust,” Joint Fall Meeting with ABA Section of Taxation (2004)
Chaired and Panelist, “Life Cycle of the Business Owner (included session on planning during life and another on post-mortem planning opportunities)," Spring Symposia (2004)
Chaired and Panelist, “Techniques for Minimizing Estate Taxes,” Joint Fall Meeting with ABA Section of Taxation (2003)
Moderator and Panelist, “FLPs from Soup to Nuts," which addressed income, gift and estate tax issues in forming an FLP or FLC, Joint Fall Meeting with ABA Section of Taxation (2003)
Moderator and Panelist, “Considerations in Organizing and Using Limited Liability Companies,” Joint Fall Meeting with ABA Section of Taxation (2003)
Group C Roundtable (spoke about the impact of recent cases affecting family limited partnerships), ABA Annual Meeting (2003)
Chaired and Panelist, “Choice of Entity for Business Succession Planning,” Spring Symposia (2003)
Chaired and Panelist, “Drafting Buy-Sell Agreements and Estate Plans for Business Interests," Spring Symposia (2003)
Group C Roundtable (spoke about 2002 final regulations on electing small business trusts), ABA Annual Meeting (2002)
American College of Trust and Estate Counsel
Chair and Panelist, "The Ascendancy of Income Tax Planning," Annual Meeting (2014)
Chair and Panelist, "For Estate Planners: Business Income Tax Issues 101," telephone CLE (2/13/2014)
Panelist, “Succession Planning for Family Corporations Using ESOPs and Other Techniques to Resolve Conflicting Goals,” Summer Meeting (2009)
Panelist, “The Annotated ACTEC Shareholders Agreement,” Annual Meeting (2007)
Chair and Presenter, "Transfer of Family Business Interests: Finding the Sweet Spot between General Income Tax, Chapter 14, and Code §409A," Summer Meeting (2006)
American Institute of Certified Public Accountants (AICPA)
Speaker, “Business Owner's Estate Planning for the Tax Practitioner,” AICPA Small Business Practitioners Tax Conference (2011)
American Law Institute – American Bar Association Committee on Continuing Legal Education (ALI-ABA)
“Administration of Business Interests in Trust: Can I Be Trustee, CEO and an Income Beneficiary?” (2011)
“Business Interests in Trust,” as part of “Representing Estate and Trust Beneficiaries and Fiduciaries,” (July 22, 2005)
Atlanta Bar Association, Estate Planning and Probate Section
“Financing the Estate Tax in an Illiquid Estate; 6161, 6166, Graegin Loans, etc.” (January 11, 2006)
Bar Association of Metropolitan St. Louis (BAMSL)
Speaker, "S Corporation Tricks and Traps for the Unwary," Taxation Section (May 14, 2014)
"New 3.8% Tax on Net Investment Income: Business Planning and Estate Planning Tips," Taxation Section, Probate & Trust Section, and Business Law Section (April 16, 2013)
"Income Tax Exit Strategies for Business Owners" (March 20, 2012)
"Roth Conversions - To Roth or Not to Roth," Employee Benefits Section and Probate & Trust Law Section (May 26, 2011)
"Ethical Considerations When Representing Closely-Held Businesses and shareholders with Estate Planning," part of Annual Estate Planning Institute (2010)
"Groundbreaking IRA Roth Conversion Opportunities," (2010)
"Everything You Need to Know About Shareholder Agreements," CLE for Business Law Section (June 2, 2009)
"Shareholder Agreements," CLE for Small Business Committee (October 3, 2008)
“Shareholder Agreements for Family Businesses,” CLE at annual Business Law Update (June 30, 2008)
"Everything You Ever Wanted To Know About Transferring A Family Business From the First Generation To The Second Generation," Small Business Committee Meeting (October 17, 2007)
“Business Succession Planning: Coordinating General Income Tax Principles with Code §409A Nonqualified Deferred Compensation Rules and Estate Planning Principles,” Meeting of Taxation, Probate, and Employee Benefits Sections and Small Business Committee
(December 14, 2006)
“Structuring Ownership of Privately Owned Businesses: Tax and Estate Planning Implications,” CLE (September 20, 2006)
“The New Circular 230 Regulations” Taxation Section Meeting (June 29, 2005)
“Choice of Entity: Practical Business and Tax Considerations,” Seminar by Taxation and Business Law Sections (April 22, 2005)
“Practical Financial and Tax Aspects of Divorce,” Seminar by Taxation and Family Law Sections (January 18, 2005)
“Overview of New Tax Legislation,” Taxation Section Meeting (November 19, 2004)
“Tax Issues in Owning Stock in S Corporations, including 2002 Regulations,” Taxation Section Meeting (September 12, 2002)
“New Rules Provide Opportunities and Traps Regarding Drafting Trusts and Beneficiary Designations for IRAs and Qualified Retirement Plans: April 17, 2002 Final Regulations Governing Required Minimum Distributions,"
Meeting of Employee Benefits Committee Meeting (July 16, 2002)
"Impact of the New Law on Charitable Giving (A Charitable Lead Trust Primer),” Seminar of the Probate and Trust Section (October 5, 2001)
“401(a)(9) Proposed Regulations Qualified Plan Design/Drafting Implications,” Meeting of Employee Benefits Committee and Probate Trust Section (August 29, 2001)
“Assisting the Entrepreneur Startup: The Keys to Success." (February 15, 2001)
“Family Limited Partnerships: Nontax Advantages of Using FLPs for Transferring to Family Members; Transfer Tax Valuation Discounts; Avoiding Income Tax Traps on Formation.” (June 30, 1999)
D.C. Bar
Speaker, "Planning Opportunities re: 2013 Tax Increases, Including Those to Finance Health Care Reform" (September 9, 2013)
DFK International
“New Rules Provide Opportunities and Traps Regarding Drafting Trusts and Beneficiary Designations for IRAs and Qualified Retirement Plans: April 17, 2002 Final Regulations Governing Required Minimum Distributions.” (2002)
Financial Planning Association
“Opportunities and Traps Regarding Drafting Trusts and Beneficiary Designations for IRAs and Qualified Retirement Plans under Final Regulations Governing Required Minimum Distributions.” (2004)
Illinois Institute of Continuing Legal Education
“Effect of 409A Final Regulations on Non-Qualified Retirement Arrangements,” Hot Topics in Business Law (September 27, 2007)
Maryland Association of CPAs
Speaker, "New 3.8% Tax on Net Investment Income: Business Planning and Estate Planning Tips," Advanced Tax Institute Conference (November 18, 2013)
Maryland Institute for Continuing Professional Legal Education of Lawyers
“Structuring Ownership of Privately-Owned Businesses,” CLE (April 25, 2007)
Missouri Association of Tax Practitioners
“Choice of Entity: Practical Business and Tax Considerations” (2005)
The Missouri Bar
“Estate Planning for Business Owners,” Annual Business Law Institute (2004)
“Tax Issues in Owning S Corporation Stock or Limited Liability Company Interests," Annual Business Law Institute (Highlighted as ‘must read’ course notes in the February 27, 2004 issue of ESQ., The Missouri Bar's weekly electronic newsletter.
Missouri Society of Certified Public Accountants (MSCPA)
"The Affordable Care Act: What Business Owners Need to Know" (spoke on the 3.8% tax on net investment income), St. Louis Chapter (December 2013)
"How CPAs Can Add Value To Clients' LLC Operating Agreements" (June 2013)
“Income Tax Exit Strategies for Businesses,” St. Louis Chapter (2011)
“Recent Developments in Estate Planning,” Investments/Financial Advisors Conference (2011)
"Estate, Trust & Retirement Planning," St. Louis Chapter (2009)
"Estate Planning and Trust Update," Kansas City and St. Louis Accounting Shows (2009)
“How to Avoid Traps that Might Prevent Clients’ Beneficiaries from Stretching Retirement Plan and IRA Distributions,” Taxation Committee and Personal Financial Planning Committee (2005)
“Split-Dollar Final Regulations,” Taxation Committee (2003)
“New Rules Provide Opportunities and Traps Regarding Drafting Trusts and Beneficiary Designations for IRAs and Qualified Retirement Plans: April 17, 2002 Final Regulations Governing Required Minimum Distributions,” Personal Financial Planning Committee
(2002)
“Estate Planning for S Corporation Owners,” Estate Planning Conference (2001)
Notre Dame Tax and Estate Planning Institute
Income Tax Exit Strategies for Business Owners (2010)
Tennessee Society of Certified Public Accountants
Speaker, "Business Exit Strategies in Light of 2013 Tax Law Changes" (November 20, 2013)
Texas Bar CLE
Panelist, "Stop the Bus, I Want to Get Off! - Business Succession Planning in 2014," 20th Annual Advanced Estate Planning Strategies Course (4/2014)
“ACTEC Model Shareholders Agreement for Closely Held Corporations,” 18th Annual Advanced Drafting: Estate Planning and Probate Course (October 25, 2007)
University of Miami School of Law Heckerling Institute of Estate Planning
"What Estate Planners Need to Know About Operating a Closely-Held Business" (2010)
Working in Employee Benefits (WEB)
“401(a)(9) Proposed Regulations Qualified Plan Design/Drafting Implications.” (May 15, 2001)
Comments to the IRS on Proposed Regulation Section 1.1411-7 relating to the impact of the 3.8% tax on net investment income as if applies to Qualified Subchapter S Trusts
Comments on behalf of the American Bar Association Real Property, Trust & Estate Law Section (2/25/2014)
Comments on behalf of the American College of Trust & Estate Counsel (2/26/2014)
ERISA Advisory Committee of the Department of Labor
Testified on an estate planner's perspective on retirement plan beneficiary designations
Obtained Private Letter Ruling 200747002 from the Internal Revenue Service for using a limited liability company to hold life insurance used to fund a cross-purchase buy-sell agreement
ABA Advisor for the 2008 Amendments for Sections 409 and 505 of the Uniform Principal and Income Act
Comments to US Senate Finance Committee and Internal Revenue Service on S Corporations
Submitted comments October 2005 from task force of the Business Planning Group of the Real Property, Probate and Trust Section of the ABA on S Corporation Family Attribution Rules. The comments to the US Senate Finance Committee were reflected in the Gulf Opportunity Zone Act of 2005.
Comments to Tax Counsel of US Senate Finance Committee on Code Section 6166
Chaired July 2005 task force of the Business Planning Group of the Real Property, Probate and Trust Section of the ABA on Code Section 6166, which allows estate taxes on qualified closely held business to be paid in installments. These comments were published in Vol. 41, No. 1 Spring 2006 of the Real Property, Probate and Trust Journal, page 73-121.
Comments to IRS on Proposed Regulations Governing Allocation of Generation-Skipping Transfer Exemption for Indirect Skips
Participated in 2004 joint task force consisting of the Generation Skipping Transfers committee of the Real Property, Probate and Trust Section of the ABA and its counterpart in the American College of Trust and Estate Counsel (ACTEC). Trent Kiziah chaired the task force.
Comments to IRS on Proposed Regulations on Electing Small Business Trusts for S Corporations
Participated in 2001 joint task force consisting of the S Corporations Committee of the Real Property, Probate and Trust Section of the ABA and its counterpart in the American College of Trust and Estate Counsel (ACTEC). T. Randolph Harris chaired both committees. Also participated in separate task force that submitted comments on proposed regulations regarding testamentary trusts holding stock in S corporations, which comments were retroactively followed in final regulations.
"Exit Planning for Professionals," co-authored with Daniel H. McCarthy and William P. Prescott, Probate & Property (January/February 2014)
"Get Ready for the 3.8% Tax on Net Investment Income," co-authored with Lisa M. Rico and Amber K. Quintal, Probate & Property (July/August 2013)
"3.8% Tax on Net Investment Income: Planning Implications for Trusts and Closely Held Business Interests (Parts One, Two and Three)," Tax & Pers. Fin. Plan. Update (May, June and July 2013)
"S Corporations: Tax Planning for Transitions," co-authored with Daniel H. McCarthy and William I. Sanderson, Probate & Property (July 2012)
"A Balanced Solution: Meet Your Clients' Needs for a Comfortable Retirement Cushion Through a Sale to a Beneficiary Grantor Trust and Reduce Assets Enough to Avoid Taxes," Trusts & Estates (May 2011)
"Using Partnerships To Distribute Corporate Assets," Journal Of Real Estate Taxation (September 2010)
"Amendment Saves Marital Deduction for Retirement Plans," Probate & Property (March 2009)
"UPIA Amendment Clarifies Tax Allocation Between Income and Principal when Mandatory Income Trust Owns Pass-Through Entity," Probate & Property (February 2009)
"The 505 Fix," explaining trust ownership of business entities, Trust & Estates (December 2008)
"Rescue Plan for IRAs Left to Marital Trusts," Trusts & Estates (November 2008)
“Insurance LLC Helps Business Owners,” reporting on a private letter the author obtained for a client using an innovative premium-splitting arrangement through a limited liability company, the manager of which is a corporate trustee, Trusts & Estates (page 35, September 2007)
“Giving to the Grandchildren: How to Pass an IRA on to Non-Spouses, Without Forcing Them to Take a Lump Sum and Get Hit By Heavy Taxes.” This article asks whether your employer's retirement plan permits distributions over your children's lifetimes. Trusts & Estates (Vol. 141, No. 9, September 2002, page 43)
“Estate Tax Liens: The Surprising Truth that Estate Planning and Real Estate Lawyers Often Ignore,” co-authored with Erika N. Reynolds, Probate and Property (Vol. 21, No. 1, January-February 2007, page 42)
“The Brass Tacks of Corporate Buy-Sell Agreements,” co-authored with Denise Brunson Schuh (feature article), Probate & Property (Vol. 18, No. 1, January – February 2004, page 8)
“Transfer of Family Business Interests: Finding the Sweet Spot Between General Income Tax, Chapter 14, and I.R.C. §409A,” Estate and Personal Financial Planning (Parts One [Sept. 2006] and Two [October 2006])
Co-author, “Checklists for Determining Whether a Trust Is a Valid S Shareholder,” The Tax Advisor (March 2006, pages 152-157)
“Transferring Ownership of Stock in an S Corporation,” Journal of The Missouri Bar (Vol. 61, No. 2, March-April 2005, page 92)
“New Rules Provide Opportunities and Traps Regarding Drafting Trusts and Beneficiary Designations for IRAs and Qualified Retirement Plans: April 17, 2002 Final Regulations Governing Required Minimum Distributions,” Journal of The Missouri Bar (Vol. 58, No. 4, July-August 2002, page 194)
“Analysis of January 17, 2001 Proposed Regulations Governing Required Minimum Distributions From IRAs and Qualified Retirement Plans,” Journal of The Missouri Bar (Vol. 57, No. 3, May-June 2001, page 124)
“Family Limited Partnerships and Limited Liability Companies: How to Coordinate Income Tax Issues with Estate and Gift Tax Planning,” (Electronic Newsletter of the Probate & Trust Division of the Real Property, Probate & Trust Section of the ABA), E-State (Issue 2004.1)
“Choosing a Legal Entity to Hold Real Estate,” (Distributed to Chambers of Commerce in Missouri and reprinted in the St. Louis Business Journal) The Legal Side of Redevelopment, Rehab, Renovation and Rental (The Missouri Bar’s 2006 Law Day booklet)
“Protecting Your Spouse’s and Children’s Inheritance from Predators,” (Distributed to Chambers of Commerce in Missouri and reprinted in the St. Louis Business Journal) Legal Strategies for Uncertain Times (The Missouri Bar’s 2003 Law Day Supplement)
“Transferring Business Opportunities to Your Family,” (Distributed to Chambers of Commerce in Missouri and reprinted in the St. Louis Business Journal) Business Expansion: Building for the Future (The Missouri Bar’s 2002 Law Day Supplement)
“The Benefits of Combining Family Trusts with Limited Partnerships or Limited Liability Companies,” Co-authored with Benjamin G. Carter, E-Dirt (2001, Vol. II, Issue 3)
“Installment Sales – New Prohibition and Relief,” E-Dirt (2000, Vol. I, Issue 4)
Steven B. Gorin
Washington University in St. Louis School of Law
J.D. (1986)
Associate Editor, Journal of Urban and Contemporary Law
Washington University in St. Louis
B.A. (1983)
Thompson Coburn LLP
Partner (2000-Present)
Associate (1995-1999)
Suelthaus & Walsh, P.C.
Associate (1994-1995)
Baron Salsman & Company, CPAs (now part of Brown Smith Wallace LLC)
Partner (1990-1994)
Staff Accountant (1988-1989)
Arthur Andersen
Tax Accountant (1986-1988)
Missouri (1986)
Illinois (1995)