Ethan D. Millar

• Defended over a dozen clients in a false claims action in Delaware challenging the validity of the clients’ gift card programs.
• Represented a major retailer in unclaimed property litigation in California, New Jersey, Michigan and Connecticut, and secured millions of dollars in refunds from those states relating to unused store credits. Also secured millions of dollars in refunds from other states through administrative claims.
• Represented multiple retailers in class actions alleging violation of California’s consumer protection “cash-back” laws applicable to gift cards.
• Represented a major country club operator in a false claims action in California involving the escheatment of membership initiation payments.
• Defended an issuer of securities in a wrongful escheatment claim in California.
• Represented two foreign companies in lawsuits against Delaware and third parties for the wrongful escheatment and liquidation of their securities investments.
• Defended a major telecommunications provider in sales/use tax class actions in California, Georgia, Alabama and Florida.
• Represented a government-sponsored enterprise in cases filed in Nevada, Michigan and Ohio regarding the imposition of state and local real property transfer taxes (total amount of taxes and penalties at issue exceeded $50 million).
• Represented one of the three national credit reporting agencies in an alternative apportionment case in Mississippi.
• Represented a Fortune 500 company in a $20-plus million Georgia case regarding the state tax treatment of an I.R.C. § 338(h)(10) election.
• Represented dozens of major companies in multistate and single-state unclaimed property audits across the United States (many of these audits involved over 30 states simultaneously).
• Advised numerous public and private companies on tax, unclaimed property and other issues in connection with various M&A transactions.
• Counseled over 100 clients in restaurant, retail and other industries, including many Fortune 100 and Fortune 500 companies, regarding the unclaimed property, consumer protection and other aspects of their gift card and promotional/rewards/loyalty programs.
• Represented a nationwide mall operator and gift card seller before the Georgia Supreme Court in connection with a class action lawsuit involving the potential application of state unclaimed property laws to unredeemed gift cards.
• Represented a major motion picture studio in connection with a variety of domestic and international joint ventures, film financing transactions, acquisitions and dispositions.
• Represented domestic and offshore hedge funds in connection with numerous securities offerings for U.S., U.S. tax-exempt and non-U.S. investors (utilizing both direct investment and master-feeder structures).

Ethan Millar is a nationally recognized expert in the fields of unclaimed property and state taxation. His unclaimed property practice focuses primarily on litigation, audit defense and voluntary disclosure agreements. He has successfully litigated major unclaimed property disputes in both federal and state courts in Delaware, California, Georgia, Massachusetts, Michigan, New Jersey and other states. He has also represented dozens of companies in audits, VDAs and/or administrative actions/appeals in Delaware, California, New York and every other state. Ethan has also advised many of the Fortune 500 on unclaimed property compliance and planning opportunities, and is one of the leading attorneys in the country in advising clients regarding unclaimed property, consumer protection and other federal and state regulatory issues related to gift cards, loyalty/promotional/reward programs and other prepaid access products, including online and mobile accounts. He has advised over a hundred companies with respect to such programs.

Ethan’s state tax practice focuses primarily on audit defense, administrative appeals and litigation, with an emphasis on California tax matters. He also has extensive experience in advising clients in multi-state tax issues associated with mergers, acquisitions and other business transactions.

Ethan founded and chairs the Unclaimed Property Subcommittee of the Business Law Section of the American Bar Association (ABA), and leads the ABA’s effort to create a Model Unclaimed Property Act. He also acted as the ABA’s official advisor to the Uniform Law Commission’s 2016 version of the Uniform Unclaimed Property Act. He has authored or co-authored dozens of articles on unclaimed property and state tax issues, including the Bloomberg BNA Portfolio on Unclaimed Property, one of the primary treatises in this field. Ethan is also a frequent lecturer on unclaimed property and state tax topics for national organizations such as the Unclaimed Property Professionals Organization, the ABA, the Council on State Taxation, the Tax Executives Institute and the Institute of Professionals in Taxation. He is also regularly quoted as an expert on unclaimed property issues by UPPO, the Bureau of National Affairs, State Tax Notes and other major organizations. He has also served as an adjunct state tax professor at Emory University School of Law. He graduated Order of the Coif from UCLA Law School.

Bar Admissions

• California
• Georgia

Education

• University of California, Los Angeles (J.D., 1998)
• University of California, Los Angeles (B.S., 1995)

Memberships