People

Justin D. Cook

Justin’s practice focuses on matters of federal and state taxation. He frequently advises 501(c)(3), 501(c)(4) and 501(c)(6) organizations, including hospitals, foundations, political organizations and trade associations, on federal tax issues related to formation, attaining recognition of exemption, operational structures, transactions and dissolution. In doing so, he helps clients navigate the complex supporting organization rules, comply with rules against private inurement and excess benefits, and develop efficient corporate structures for unrelated business activities.

With respect to state taxation, Justin advises businesses on corporate and transaction structures with an emphasis on Ohio’s sales, use and commercial activity taxes. He is also experienced in matters of state tax controversy. In this capacity, he represents taxpayers under audit by the State of Ohio, as well as taxpayers challenging assessments of tax through the administrative process. He is also well-versed in the economic incentives available through Ohio’s Qualified Energy Project tax abatement program.

In conjunction with his tax practice, Justin also advises both for-profit and nonprofit organizations on matters of corporate governance.

Justin earned his Juris Doctor from the Wake Forest University School of Law. He also earned his Master of Laws in Taxation from the Georgetown University Law Center. While attending Georgetown, Justin was an extern with the Honorable Judge Joseph R. Goeke of the United States Tax Court.

Experience

  • Corporate employment reorganization

    Implemented a corporate reorganization for a privately owned retailer operating in numerous states. This involved merging approximately 13 corporations out of existence and establishing one consolidated entity to employ all Ohio employees. Work was completed in five business days due to the impending close of the client’s fiscal year.

  • First loan transaction for southeast Ohio client

    Coordinated the first loan transaction for a southeast Ohio-based business incubator/loan fund, which provided resources to a food manufacturer of gluten and allergen-free products. This was an important milestone for both the lender and the borrower, which will become a productive employer of local Ohioans. Likewise, the facility will likely be a key player in business development for this region of the state.  

  • Innovative tax exemption strategy

    Obtained a favorable decision from the IRS on behalf of a nonprofit, public sector managed care company involving an innovative legal approach to acquiring tax exempt status.

  • Electric generation plant

    Assisted in closing in excess of $500 million of debt and equity financing for the construction of an Ohio-based 800 MW electric generation plant on behalf of an energy company. This transaction involved dozens of parties including lenders, equity investors, land sellers, railroads, gas pipeline companies, governmental entities, a title insurer and others.

Professional & Community Activities

  • Chair, American Health Law Association Tax and Finance Practice Group

Presentations & Published Works

Bar Admissions & Activities

  • Admitted, State of Ohio
  • Admitted, State of North Carolina
  • Member, Ohio State Bar Association

Awards & Recognition

  • Listed, Best Lawyers in America (Tax Law), 2021

Education

  • Georgetown University Law Center (LL.M. in Taxation, with Distinction)
  • Wake Forest University School of Law (J.D., cum laude; Former Staff Member, Wake Forest Journal of Business and Intellectual Property Law)
  • Wofford College (B.A. in Government, minor in English, magna cum laude; Former Commander (President), Sigma Nu Fraternity)