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Strategic Advisor·Specialty Finance

David Nirenberg

Partner, Tax Department (Securitization Specialist) at Chapman and Cutler LLP

New York, NY

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Why they matter

One of the few lawyers who literally wrote the treatise on securitization taxation — essential diligence counsel on any CLO or ABS-heavy specialty finance deal.

Background

David Nirenberg is a Partner in the Tax Department at Chapman and Cutler LLP, based in the firm's New York office, where he focuses on the taxation of securitizations and derivative financial products including CLOs, asset- and mortgage-backed securities, REMICs, and tender option bond trusts. He holds a J.D. from Columbia Law School, an M.B.A. from Boston University, and a B.S. from Cornell, and has been ranked a leading securitization tax lawyer by Chambers USA since 2019.

Notable deals

  • 2018
    Co-authored (with James M. Peaslee) the 5th edition of "Federal Income Taxation of Securitization Transactions and Related Topics," the leading treatise on securitization tax law
  • 2023
    Co-authored (with Chapman partner Steven Kopp) the U.S. chapter "U.S. Withholding on Asset-Backed and Structured Securities" in The International Comparative Legal Guide to Securitisation 2023
  • 2019
    First ranked as a leading individual lawyer in Chambers USA's Capital Markets: Securitization: Tax nationwide category, a ranking he has held every year since

Call-prep brief

Background

  • Partner, Tax Department, Chapman and Cutler LLP (New York); J.D. Columbia, M.B.A. Boston University, B.S. Cornell.
  • Chambers USA-ranked (Band 2, Capital Markets: Securitization: Tax) every year since 2019.
  • Co-author of *Federal Income Taxation of Securitization Transactions and Related Topics* (5th ed., 2018) with James M. Peaslee — the standard reference text used across the securitization bar.

Current focus

  • Tax structuring for CLOs, CDOs, asset- and mortgage-backed securities, REMICs, tender option bond trusts, and credit/equity derivatives.
  • Cross-border withholding issues (FATCA, PFICs) for offshore CLO and fund investors — co-authored a 2023 chapter on U.S. withholding for asset-backed and structured securities.

What he cares about

  • Getting the tax mechanics right on complex structured deals — REMIC compliance, entity classification, and withholding are recurring themes in his writing.
  • Precision and durability of structuring advice given his treatise-author reputation; likely values technically rigorous conversations over sales pitches.

Recent moves / sensitivities

  • No public move or firm change detected; long-tenured Chapman partner with a stable, specialist practice — not obviously a lateral-recruitment target.
  • As tax counsel (not a rainmaker/origination partner), he may be reluctant to discuss specific client deal flow; frame outreach around thought leadership/market color, not confidential mandates.

Questions to ask

  1. Which structural or withholding-tax issues are creating the most friction in CLO/ABS deals right now, and how are managers adapting documentation?
  2. How is the market handling PFIC/FATCA exposure for offshore CLO equity investors in current deal structures?
  3. Which specialty finance/lending platforms are seeing the most securitization activity from his vantage point at Chapman?

Outreach draft

Subject
Quick question on securitization tax structuring trends
Hi David, I came across your work on securitization taxation — including the treatise with James Peaslee and your recent chapter on U.S. withholding for asset-backed securities — and wanted to reach out. We're a private equity team focused on specialty finance and lending, and we're trying to better understand how tax structuring considerations (withholding, REMIC compliance, cross-border investor issues) are shaping deal terms in today's CLO and ABS market. Would you be open to a brief call in the next couple of weeks to share your perspective? Happy to work around your schedule. Best, [Placeholder Name]

Linked companies

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