Tax Equity Structures in Renewable Energy: Inverted Leases & Partnership Flips

Jeffrey Davis, Partner | White & Case

Jeffrey Davis is a Partner in the Tax practice at White & Case’s Washington, D.C. office, where he advises clients on a wide range of U.S. federal income tax matters with an emphasis on project finance, development, and energy transactions. His practice has a particular focus on renewable energy, including tax credit monetization — such as tax equity financings involving flip partnerships and leases, and tax credit sales under IRC Section 6418 — mergers and acquisitions involving projects and portfolios, and back leverage financings. Jeff assists clients in qualifying for federal tax credits, including the production tax credit under IRC Sections 45 and 45Y, the investment tax credits under IRC Sections 48 and 48E, the carbon capture credit under IRC Section 45Q, the hydrogen credits under IRC Sections 48 and 45V, and credits for electric vehicles under IRC Sections 30D and 45W, among others. He has experience across a wide range of renewable energy resources, including wind, solar, fuel cells, geothermal, hydroelectric, biomass, and refined coal.

• Education & Credentials

Jeff holds an LL.M. in Taxation from Georgetown University Law Center, a J.D. from Pepperdine University School of Law, and a B.S. from Lipscomb University. He is admitted to the District of Columbia Bar, the U.S. Supreme Court, the U.S. Court of Appeals for the Sixth Circuit, and the U.S. Tax Court. Jeff has served as an adjunct professor in the graduate tax program at Georgetown University Law Center and represents clients in matters before the U.S. Department of the Treasury and the Internal Revenue Service, including applications for private letter rulings and requests for published guidance.

• Recognition & Leadership

Jeff has been ranked by Chambers USA and Chambers Global from 2019 to 2026 in Projects: Renewables & Alternative Energy. He was named to A Word About Wind’s “Legal Power List 2022,” recognizing the 100 most influential lawyers working on the financial side of the wind industry, and has been recognized as a Top Lawyer in Tax Law by Northern Virginia Magazine and Washingtonian Magazine. He is also responsible for obtaining the safe harbor for wind transactions using the flip partnership in IRS Notice 2007-65.

• Professional Involvement

Jeff is a frequent speaker at tax and industry conferences on topics of interest to the renewable energy industry, including tax equity structures, tax credit monetization, and project finance. He has also served as an adjunct professor in the graduate tax program at Georgetown University Law Center, where he has contributed to the development of the next generation of tax practitioners in the energy space.

• Experience

Jeff represents clients in matters before the U.S. Department of the Treasury and the Internal Revenue Service, including applications for private letter rulings and requests for published guidance. He is responsible for obtaining the safe harbor for wind transactions using the flip partnership in IRS Notice 2007- 65, a landmark contribution to the structuring of renewable energy tax equity transactions that continues to shape market practice today.

Madeleine Tan, Partner | Holland & Knight

Madeleine Tan is a Partner and financial services attorney in Holland & Knight’s New York office, with more than 20 years of experience advising clients on tax equity investments, tax credit monetization, and complex financing structures across the energy, transportation, and infrastructure sectors. Her practice encompasses partnership flips, hybrid structures, sale-leasebacks, inverted leases, tax credit monetization involving both ITCs and PTCs, Holdco facilities, borrowing base facilities, mezzanine loans, back-leverage, development debt facilities, structured finance, and securitization transactions. Ms. Tan has global experience, having worked on transactions in the United States, Latin America, Europe, and Asia, and counts among her clients U.S. and foreign equity and debt funds, major sponsors, major financial institutions, multinational corporations, and investment conglomerates.

• Education & Credentials

Ms. Tan holds an LL.B., magna cum laude, and a B.Com. in Finance, summa cum laude, both from UNSW Sydney. She is admitted to practice in New York and is a member of the American Bar Association’s Project Finance and Development Committee and Business Law Section.

• Recognition & Leadership

Ms. Tan has been recognized as a Stand-Out Lawyer by Thomson Reuters from 2024 to 2026 and has been listed in The Legal 500 USA in Energy: Renewable/Alternative and Energy Transactions: Conventional Power across multiple years from 2016 to 2023. She was named an Energy & Environmental Trailblazer by The National Law Journal in 2015 and was recognized in the Chambers Global World’s Leading Lawyers for Business guide in Australia Capital Markets and New York Capital Markets: Securitization in 2013. Earlier in her career, she was named among the Top Ten Rising Stars in Securitization by Total Securitization and Institutional Investor in 2008.

• Professional Involvement

Ms. Tan is a frequent speaker at leading industry and legal conferences on renewable energy finance and tax equity topics. She has presented at the 16th Biennial Parker C. Fielder Oil, Gas, and Energy Tax Conference; the Solar Energy Industries Association Finance, Tax and Buyers Seminar; the Energy Bar Association Energy Law Academy; the American College of Investment Counsel Annual Meeting; and the Infocast Solar Power Finance & Investment Summit, among others. She has also authored publications in Solar Builder and PV Magazine on the energy storage market and its rapid maturation in the United States. Ms. Tan is additionally on the cutting edge of advising clients on investments in and development of carbon capture and storage facilities, including pore leases, joint development arrangements, transaction structuring, sequestration services agreements, and potential debt financing and tax equity structures.

• Experience

Ms. Tan advises on investments and financing across a broad range of sectors and asset classes. In the power generation space, her experience covers wind — both offshore and onshore — solar and battery storage facilities, community solar, and renewable fuels including renewable natural gas and fuel cell facilities. In the transportation sector, she has worked on aircraft and rail purchases, sales, financing, and leasing. Her infrastructure experience includes airports, light rail and high-speed rail systems, intermodal operations, telecommunications systems, and water treatment facilities. She has experience representing both purchasers and sellers of assets and operating companies across these sectors.

Po-Ting Peng | White & Case

Po-Ting Peng is a Tax Associate in White & Case’s Washington, D.C. office, where his practice focuses on renewable energy tax credit monetization and financing structures, as well as the tax matters related to renewable energy project development and financing. He works with a broad range of market participants — including developers, tax equity investors, cash and preferred equity investors, and lenders — advising on credit eligibility, monetization strategies, and the structuring requirements for a variety of financing arrangements. His work spans the full range of tax credit monetization vehicles, from tax equity partnerships and sale-leasebacks to hybrid structures and tax credit transfers, and encompasses qualification for credits under both the IRA framework and the more recent changes introduced by the One Big Beautiful Bill Act.

• Education & Credentials

Po-Ting holds an LL.M. in Taxation from New York University School of Law, a J.D. from the University of Minnesota, and a Bachelor of Laws from National Taiwan University. He is admitted to practice in the District of Columbia and New York.

• Recognition & Leadership

Po-Ting brings a strong academic foundation in federal tax law — including an LL.M. in Taxation from New York University School of Law — to a practice that sits at the intersection of renewable energy development and tax credit monetization. His work reflects a sophisticated command of the structures and credit qualification requirements that are central to how clean energy projects are financed in the United States today.

• Professional Involvement

Po-Ting advises developers, investors, and lenders across the full spectrum of renewable energy tax credit monetization and financing structures, engaging with the practical and regulatory considerations that arise at every stage of project development and financing. As the federal framework governing clean energy incentives continues to shift — most recently through the changes introduced by the One Big Beautiful Bill Act — Po-Ting remains actively engaged in helping clients navigate an evolving landscape.

• Experience

His transactional experience includes advising on beginning construction establishment, placement in service requirements, and bonus credit qualifications across a range of clean energy technologies. Po-Ting is experienced in advising on qualification for the clean electricity production credit, clean electricity investment credit, nuclear power production credit, and advanced manufacturing production credit, as well as the changes to the renewable energy tax credit landscape introduced by the One Big Beautiful Bill Act.

Mary Kate Nicholson | Holland & Knight

Mary Kate Nicholson is an Associate in the Tax practice at Holland & Knight’s Washington, D.C. office, where she advises clients on federal tax planning matters with a focus on renewable energy and utilities. Her practice encompasses mergers and acquisitions, restructurings and spinoffs, tax credit insurance, and tax controversy matters before the IRS. Ms. Nicholson counsels clients on a broad range of energy tax credits, including investment tax credits (ITCs), production tax credits (PTCs), carbon capture, hydrogen, electric vehicle, and fuel credits, and represents clients in legislative and regulatory efforts before the U.S. Department of the Treasury and the IRS, including obtaining public and private guidance.

• Education & Credentials

Ms. Nicholson holds a J.D., magna cum laude, from Washington and Lee University School of Law, where she served as executive editor of the Washington and Lee Law Review, and a B.S., magna cum laude, from the University of South Carolina. She is admitted to practice in the District of Columbia and before the U.S. Tax Court.

• Recognition & Leadership

Ms. Nicholson has demonstrated leadership within the legal community through her active involvement in bar association committees and her academic achievements. While in law school, she served as executive editor of the Washington and Lee Law Review and was recognized for academic excellence, graduating magna cum laude from both Washington and Lee University School of Law and the University of South Carolina.

• Professional Involvement

Ms. Nicholson is an active member of the American Bar Association Section of Taxation, serving as Young Lawyers Forum Energy and Environmental Committee Liaison, and serves as Vice Chair of the District of Columbia Bar’s New Tax Practitioners Committee. She is also deeply committed to pro bono work, providing tax counsel to 501(c)(3) organizations and individuals.

• Experience

Ms. Nicholson’s practice spans federal tax planning, tax credit monetization, and tax controversy, with particular depth in the renewable energy and utilities sectors. She advises clients on ITCs, PTCs, carbon capture, hydrogen, electric vehicle, and fuel credits, and represents clients before the U.S. Department of the Treasury and the IRS in legislative and regulatory matters, including obtaining public and private guidance. Prior to joining Holland & Knight, she served as a tax attorney at a global law firm in Washington, D.C., and earlier in her career she clerked for the Honorable Kaye G. Hearn of the South Carolina Supreme Court.

Ted Jenkins, Managing Director | GSF Advisors

Ted Jenkins is Managing Director and Co-Founder of GSF Advisors, a structured finance advisory firm he established in 2004. With more than 40 years of experience advising, structuring, and arranging tax-oriented and balance-sheet efficient financing, Mr. Jenkins brings deep expertise across equipment leasing, traditional utility assets, sustainable infrastructure, renewable energy projects, and broader energy transition investments. His work at GSF Advisors builds on a distinguished career in structured finance spanning major financial institutions and advisory firms.

• Education & Credentials

Mr. Jenkins holds a Bachelor of Arts in Mathematics and Economics from Colby College. He is a FINRA-licensed Investment Banking and General Securities Representative and Principal.

• Recognition & Leadership

Mr. Jenkins has built a career-long reputation as a leader in structured finance advisory, having co-founded two firms — GSF Advisors and PricewaterhouseCoopers’ Global Structured Finance Advisors — and held senior leadership roles across major financial institutions. His more than four decades of industry experience reflect a consistent record of innovation in tax-oriented and balance-sheet efficient financing structures.

• Professional Involvement

Mr. Jenkins is a frequent contributor to discussions on structured finance, renewable energy investment, and energy transition strategies, drawing on his broad industry experience to inform market participants and clients alike.

• Experience

Mr. Jenkins has held senior positions across leading financial institutions throughout his career, including Group Managing Director of Structured Finance Solutions at PNC Equipment Finance, Managing Director at Bostonia Partners, Co-Founder and Partner of PricewaterhouseCoopers’ Global Structured Finance Advisors, and Vice President at BTM Capital Corporation, an affiliate of MUFG. At GSF Advisors, he continues to advise on complex structured financings across renewable energy, sustainable infrastructure, and energy transition investments.

Dan Smies, Vice President | OnSite Partners LLC

Dan Smies is Vice President at OnSite Partners, where he leads the project development team and drives the company’s growth in customer-centric energy assets. His work focuses on helping clients manage energy costs through the implementation of asset-based products and services across the renewable energy sector.

• Education & Credentials

Mr. Smies holds a Bachelor of Science in Finance from the University of Wisconsin, La Crosse.

• Recognition & Leadership

With more than 20 years in the energy industry, Mr. Smies has built a distinguished career progressing through leadership roles of increasing responsibility across both regulated and non-regulated electric utility environments. His trajectory from corporate treasury to senior project development leadership reflects a consistent record of strategic contribution to the energy sector.

• Professional Involvement

Mr. Smies brings to this program a practitioner’s perspective on renewable energy project development and customer-side energy asset deployment, drawing on decades of hands-on experience navigating competitive energy markets and utility operations.

• Experience

Mr. Smies began his career in corporate treasury and has since held a broad range of leadership positions across regulated renewable development, wholesale power marketing, competitive energy asset development, and generation dispatch strategy and analytics. His industry experience spans several major regulated and non-regulated electric utility companies, including Integrys Energy Group (now WEC Energy Group), Integrys Energy Services, and Wisconsin Public Service Corporation, before joining OnSite Partners.

SESSION 1 – Structures for Monetizing Renewable Energy Credits | 1:00pm – 2:00pm

Examine the traditional partnership flip, hybrid structures, preferred equity partnerships, sale-leasebacks, and lease passthroughs, comparing how each structure monetizes federal tax incentives and when sponsors choose one approach over another.

Break | 2:00pm – 2:10pm

SESSION 2 – Deploying Tax Equity: Sponsor and Market Realities | 2:10pm – 3:10pm

Analyze how tax equity fits into the renewable energy project lifecycle from pre-development through completion, exploring capital constraints, tax appetite, market challenges, and the qualities that make legal counsel indispensable in closing deals.