Betwixt and Between: A Tax Lawyer's Dual Responsibility

• Author: Rashaud J. Hannah
• Position: J.D., Georgetown University Law Center (expected May 2024); M.S.Ed., University of Rochester (2015); B.A., Yale University (2009)
• Pages: 991-1003

Betwixt and Between: A Tax Lawyer’s Dual

Responsibility

RASHAUD J. HANNAH*

INTRODUCTION

Where the U.S. government and corporations differ on corporate tax policy,

tax lawyers are uniquely positioned to bridge the gap.

1

When it comes to corpo-

rate tax strategy, tax lawyers appear to be entrusted with a dual responsibility. On

one hand, tax lawyers are responsible for advising their corporate clients on how

to comply with tax requirements issued by the U.S. government. These tax com-

pliance requirements are primarily based in the Internal Revenue Code (IRC),

which Congress enacted “in Title 26 of the United States Code (26 U.S.C.).”

2

On

the other hand, tax lawyers are also responsible for seeking out and adhering to

their clients’ best interests.

3

For corporations, such client interests may include

reducing tax liability as a part of a legitimate business strategy. This Note posits

that tax lawyers are arguably the best positioned to lead in the corporate tax pol-

icy debate between the U.S. government and corporations. This is in no small

part due to tax lawyers bearing an independent ethical responsibility to both the

U.S. government and corporate clientele alike.

4

Part I examines Model Rules rel-

evant to this argument, Part II examines the introduction and early development

of the Federal Income Tax, Part III examines recent financial crises and the U.S.

Government’s response, Part IV examines tax avoidance, and Part V examines

the merits of cooperation and other feasible alternatives to the corporate tax pol-

icy status quo.

I. MODEL RULES

While all business conducted in the U.S. is subject to provisions of U.S. law,

lawyers practicing in the U.S. are—by their admission to the bar—held to profes-

sional conduct rules. The American Bar Association’s (ABA) Model Rules of

Professional Conduct articulates the standard of behavior to which lawyers are

* J.D., Georgetown University Law Center (expected May 2024); M.S.Ed., University of Rochester (2015);

B.A., Yale University (2009). © 2021, Rashaud J. Hannah.

1. Tanina Rostrain, Sheltering Lawyers: The Organized Tax Bar and the Tax Shelter Industry, 23 YALE J.

ON REG. 77, 82 (2006).

2. United States Census Bureau, Title 26, U.S. Code (2021), https://www.census.gov/history/www/

reference/privacy_confidentiality/title_26_us_code_1.html [https://perma.cc/Q2LM-QWTG].

3. MODEL RULES OF PROF’L CONDUCT R. 1.2(a).

4. MODEL RULES OF PROF’L CONDUCT R. 8.4(e).

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