Sonia K. Kothari
Senior Counsel
Sonia K. Kothari is a senior counsel in the Taxation Practice of Foley & Lardner LLP. Sonia is based in the firm’s New York office. Sonia’s practice focuses the U.S. federal tax aspects of a wide range of business transactions.
- Tax planning for sponsors and investors in domestic and cross-border private investment funds, including venture capital funds, digital assets funds, opportunity zone and other real property funds, credit funds, continuation funds, and hedge funds.
- Mergers, acquisitions, divestitures, reorganizations, restructurings, recapitalizations, debt and equity financings, and strategic investments for public and private companies.
- Structuring for inbound and outbound investments, including the application of tax treaties, anti-deferral regimes, withholding tax, choice of entity, and information reporting.
- Real estate transactions, including 1031 like-kind exchanges, tenancy-in-common agreements and joint venture agreements.
Prior to joining Foley, Sonia served as an attorney in the Passthroughs and Special Industries division at the IRS Office of Chief Counsel in Washington, D.C. She is a principal author of the final regulations under Internal Revenue Code Sections 1400Z-2 (opportunity zones) and 1061 (carried interest).
Sonia previously was a tax associate at international law firms in New York, where she advised clients on the U.S. federal income tax treatment of a variety of domestic and cross-border business transactions.
Publications and Presentations
- Author, TaxNotes State, “What’s in a Name? Personal Goodwill in a Company Sale” (August 2025).
- Co-author, “Considerations for Forming Private Credit Funds,” Copyright 2024 Bloomberg Industry Group, Inc (July 2024).
- Author, Foley Innovative Technology Insights, “IRS Issues Guidance on Reporting for Digital Assets Transactions” (July 1, 2024).
- Author, Foley Innovative Technology Insights, “Bipartisan Proposal Would Not Tax Staking Rewards Until Time of Sale” (May 6, 2024).
- Co-author, Global Digital Asset & Cryptocurrency Association Comments to Department of the Treasury and Internal Revenue Service on proposed regulations on Gross Proceeds and Basis Reporting by Brokers and Determination of Amount Realized and Basis for Digital Asset Transactions (November 13, 2023).
- Co-author, Foley Blogs, “Opportunity Zones: Should Your Startup Make One Its Home?” (August 21, 2023).
- Co-author, Foley Innovative Technology Insights, “IRS Issues Notice on Treatment of NFTs as Collectibles” (March 24, 2023).
- Presenter, “Emerging Federal and State Tax Issues for Virtual Assets,” National Association of State Bar Tax Sections 43rd Annual Conference (November 12, 2022).
- Co-author, “Tax Considerations for Transactions of Non-Fungible Tokens,” 175 Tax Notes 729 (May 3, 2022).
- Co-author, Foley Newsletters, “Build Back Better Tax Proposals: Considerations for Private Investment Funds & Sponsors” (October 4, 2021).
Sonia Kothari Publishes on Personal Goodwill in a Company Sale
Foley & Lardner LLP senior counsel Sonia Kothari authored the Tax Notes article, "What's in a Name? Personal Goodwill in a Company Sale," surveying relevant case history around personal goodwill and providing practical guidelines for sellers.
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Trump Administration Passes the One Big Beautiful Bill Act
On July 4, 2025, President Trump signed H.R. 1—referred to as the One Big Beautiful Bill Act (OBBBA). The OBBBA extends and makes...
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The One Big Beautiful Bill Act (OBBBA) Expands and Modifies Opportunity Zones
The opportunity zones tax incentive was enacted in 2017 as a part of the Tax Cuts and Jobs Act (the TCJA) to increase long-term...
Foley Represents Johnny Clean Car Wash in Sale to El Car Wash
Foley & Lardner LLP served as legal advisor to Johnny Clean Car Wash in its sale to El Car Wash, a portfolio company of Warburg Pincus.
Foley Represents Housatonic Partners and Universal Gaming Group in Universal Gaming Group’s Combination with Delaware North’s Gaming Business
Foley & Lardner LLP represented Housatonic Partners and Universal Gaming Group (UGG), an Illinois route-gaming operator, in UGG’s recent combination with Gaming & Entertainment Management – Illinois LLC (GEM), a subsidiary of global hospitality and entertainment company Delaware North.
Foley Represents Matterport in Acquisition by CoStar Group
Foley & Lardner LLP represented Matterport, the global leader in 3D digital twin technology, in its sale to CoStar Group, a leading provider of online real estate marketplaces, information, and analytics in the property markets.