Capital Gains Deferral After the OBBBA: Opportunity Zones 2.0, §1031, and Installment Sales for Clients Selling Businesses and Real Estate

Robert H.D. Genders, Principal | Genders Law & Legacy PLLC

Robert H.D. Genders, Esq., is the architect of Investment Counsel Exchange, a premier, attorney-led platform dedicated to the high-integrity execution of §1031 exchanges. With over 25 years of mastery across real estate law, 1031 sequencing, title operations, and strategic investment consulting, Mr. Genders provides an elite, multi-dimensional perspective on the evolving landscape of tax-deferred wealth. His work focuses on bridging the gap between traditional transactional infrastructure and modern, audit-ready compliance standards.

• Education & Credentials

Mr. Genders has been licensed to practice law in Washington, D.C. since 2002. His legal practice is conducted exclusively through Genders Law & Legacy PLLC, a Washington, D.C.–licensed federal law firm, and is limited to federal matters. He is an approved continuing legal education and continuing education provider with the American Bar Association, the Federal Bar Association, the Florida Bar, and the Florida Department of Business and Professional Regulation (DBPR) — a multi-jurisdictional educator credential that reflects both the breadth of his subject-matter expertise and the trust placed in him by leading regulatory and professional bodies.

• Recognition & Leadership

As the founder of Investment Counsel Exchange, Mr. Genders leads a national qualified intermediary platform built around disciplined workflows, institutional safeguards, and experienced coordination for both straightforward and highly complex transactions across jurisdictions. He is widely recognized within the industry for his ability to train and collaborate with a diverse professional audience — including financial professionals, investors, attorneys, CPAs, title agencies, developers, and national underwriters — and for his forward-looking work integrating next-generation settlement technology, investor tools, and modernized exchange architecture into the 1031 process. His platform is also positioned at the forefront of digital-asset and tokenized real-estate workflow licensing, an emerging frontier in real estate investment.

• Professional Involvement

Mr. Genders is an active and sought-after educator and speaker on 1031 exchanges, DSTs, qualified intermediary best practices, fiduciary and settlement-process considerations, and multi-jurisdictional investment strategy. His approved status as a CLE/CE provider with the American Bar Association, the Federal Bar Association, the Florida Bar, and the Florida DBPR gives him a national platform for delivering substantive training to attorneys, CPAs, title professionals, and financial advisors. He maintains and curates a vetted professional network — spanning certified tax advisors, financial wealth advisors, real estate brokers and agents, and jurisdiction-specific attorneys — enabling clients to connect with the right specialists for needs that fall outside ICE’s educational and qualified intermediary services. Speaking engagements and educational inquiries are welcomed through Investment Counsel Exchange.

• Experience

Over the course of a 25-plus-year career, Mr. Genders has built experience across national 1031 exchange platforms, multi-state real estate operations, digital-asset workflow development, and the design of investor-focused educational programs. His prior roles as an in-house corporate attorney, national exchange attorney, and title agency owner give him unusual fluency in both the legal and operational dimensions of real estate and tax-deferred transactions — from the drafting table to the closing table, and from day-to-day title workflow to cross-jurisdictional exchange coordination. Today, through Investment Counsel Exchange, he leads a practice focused on complex 1031 exchange workflows and qualified intermediary services, Delaware Statutory Trust (DST) education and coordination, multijurisdictional investment considerations, fiduciary and settlement-process insights, digital-asset and tokenized real estate workflow licensing, and qualified intermediary best practices and compliance awareness. Through Genders Law & Legacy PLLC, he separately provides federal legal services from Washington, D.C. Together, these complementary roles allow Mr. Genders to serve as both a trusted educator to the profession and a strategic guide to investors seeking to navigate the modern 1031 landscape with institutional-grade rigor.

Andrew L. Gradman, Principal | Law Office of Andrew L. Gradman, APC

Andrew L. Gradman is a tax attorney and the principal of the Law Office of Andrew L. Gradman, APC, in Los Angeles. His practice focuses on transactional tax planning rather than audit and controversy work, where he helps non-tax lawyers draft documents that maximize after-tax value, assists CPAs in properly reflecting transactions on returns, and advises individuals and businesses on discrete tax questions referred to him by their counsel and accountants. Qualified Opportunity Zones form a substantial part of his practice, and he is widely published and frequently cited on capital gains planning, the installment method, and recent federal tax legislation.

• Education & Credentials

Mr. Gradman’s academic foundation spans law and business at the highest levels. He earned his LL.M. in Taxation from New York University School of Law in 2016, along with an Advanced Professional Certificate in Law & Business from NYU Stern School of Business that same year. He received his J.D. from Columbia Law School in 2011, where he served as Articles Editor of the Science and Technology Law Review, and he holds a B.A. in History from Stanford University, earned in 2006. He is a member of the State Bar of California and a Certified Tax Specialist, a credential awarded by the California Board of Legal Specialization.

• Recognition & Leadership

Mr. Gradman’s standing in the profession is reflected both in his credentials and in the reach of his work. As a Certified Tax Specialist, he has demonstrated substantial expertise in tax law to the satisfaction of the California Board of Legal Specialization. He co-chairs the ethics subcommittee of the ABA Section of Taxation’s Committee on Standards of Tax Practice and serves as CLE Liaison to the Section’s Committee on Tax Policy & Simplification. A prolific author, his work appears in Tax Notes, the Journal of Taxation of Investments, Bloomberg Tax, the California Tax Lawyer, and other leading publications, and he is a contributing update author for numerous treatises published by California Continuing Education of the Bar. His commentary has been quoted by NPR’s Planet Money, The Wall Street Journal, Bloomberg, the Los Angeles Times, and Law360, among others.

• Professional Involvement

Mr. Gradman is actively engaged across the tax bar and the broader community. He serves on two committees of the ABA Section of Taxation, and beginning in Spring 2026 he serves as a Visiting Lecturer of Economics at Claremont McKenna College, teaching Business Law. He participates in the California Lawyers Association Taxation Section, having presented papers as part of its Washington, D.C. delegations in 2022, 2023, and 2025. He speaks regularly before professional audiences, including the ABA Section of Taxation, the Urban Institute, the Novogradac Opportunity Zones Conference, the Portland Tax Forum, the Beverly Hills Bar Association, the San Fernando Valley Bar Association, CalCPA, and CEB. He has submitted comments on numerous proposed Treasury regulations and has served as a testifying expert in arbitration and mediation proceedings addressing Opportunity Zones, conservation easements, and capital gains matters.

• Experience

Over the course of his career, Mr. Gradman has built a practice grounded in sophisticated transactional tax work. He founded the Law Office of Andrew L. Gradman, APC, in 2020, and previously co-chaired the tax department at Falcon Rappaport Berkman, LLP. Earlier in private practice, he was an associate at Givner & Kaye, APC, and at Jeffer Mangels Butler & Mitchell LLP, and served as a contract attorney at Bocarsly Emden Cowan Esmail & Arndt LLP. He began his legal career in public service, working as a Staff Attorney at the U.S. Court of Appeals for the Ninth Circuit, as a law clerk to the Hon. Sandra Snyder in the U.S. District Court for the Eastern District of California, and as a Special Assistant United States Attorney in that district. Today his practice centers on transactional tax planning, with particular depth in Qualified Opportunity Zones, installment sales under IRC § 453, partnership and corporate taxation, and tax issues arising in real estate and estate planning.

SESSION 1 – Opportunity Zones 2.0: OBBBA Timing Strategies | 1:00pm – 1:30pm

The OBBBA permanently overhauled the Opportunity Zone program, effective January 1, 2027. This session examines OZ 2.0’s rolling deferral, revised basis step-up, Qualified Rural Opportunity Funds, and permanent bonus depreciation, equipping attorneys to time client gains and structure QOF elections.

SESSION 2 – § 453 Installment Sales: From Seller Financing to Intermediated Sales | 1:30pm – 2:00pm

Examine the installment method under IRC §453, from simple seller financing to promoted Deferred Sales Trust and Monetized Installment Sale structures. Quantify deferral savings, map the code’s express limits, and assess how the IRS challenges intermediated transactions.

BREAK | 2:00pm – 2:10pm

SESSION 3 – Capital Gains Planning: Rates, §1014 Step-Up, and Deferral Strategies | 2:10pm – 3:10pm

This session equips attorneys advising high-income clients on capital gains exposure post-OBBBA, examining federal rate structures, NIIT, the §1014 step-up, and Rev. Rul. 2023-2, then comparing §1031 exchanges, UPREITs, exchange funds, DSTs, Opportunity Zones, and Buy-Borrow-Die strategies.