Janelle N. Darnell
Janelle is a Member in Miller Johnson’s Corporate / Mergers and Acquisitions practice group. Her practice focuses on federal income tax matters related to complex transactions. She advises clients on the tax aspects of mergers and acquisitions, private equity investments, joint ventures, restructurings, reorganizations, spin-offs, and divestitures.
Corporate Tax
Janelle works with businesses across industries to structure transactions efficiently and navigate technical tax considerations in high-value deals. She brings a practical, solutions-oriented approach and collaborates closely with clients and deal teams to align tax strategy with broader business objectives.
Her experience includes advising on a wide range of business tax matters, including corporate and partnership taxation, cross-border considerations, and healthcare transactions.
Professional Experience
Prior to joining Miller Johnson, Janelle was a partner in the business tax group of an Am Law 200 firm and previously held roles in the national tax office of a Big Four accounting firm in Washington, D.C., where she focused on complex subchapter C issues, tax opinion drafting, legislative developments, and private letter ruling requests.
Earlier in her career, Janelle gained valuable experience as an extern with the IRS Office of Chief Counsel and as an enrolled agent and law clerk in private practice tax controversy, giving her insight into tax authority perspectives and dispute resolution.
Professional Affiliations, Activities and Honors
Janelle is actively involved in the American Bar Association Section of Taxation, where she has held several leadership roles, including chair of the Young Lawyers Forum and vice chair of the S Corporations Committee. Janelle is currently serving as the chair of the S Corporations Committee for the 2026-2027 fiscal year. She is a John S. Nolan Fellow of the ABA Tax Section and a Fellow of the American Bar Foundation.
Community Activities
Janelle’s pro bono work includes representing veterans in appeals before the U.S. Department of Veterans Affairs and assisting low-income individuals in IRS audit and appeals.
Articles and Presentations
Janelle is a frequent speaker for the American Bar Association’s Tax Section. She has presented a variety of topics, including with respect to recent developments in the realm of S-corporations and other passthrough entities, Section 1202 “Qualified Small Business Stock”, choice of business entity tax considerations, and private equity and debt finance tax matters.
Janelle has also co-authored the article, “Reorganizing your EIN in an F Reorganization” in the Journal of Corporate Tax, in 2018. In 2013, she also co-authored the article, “Explanation of Issues in PPL v. Commissioner of Internal Revenue” for the ABA Preview of United States Supreme Court Cases.
Education
Janelle earned her LL.M. in Taxation with honors from Northwestern University Pritzker School of Law in 2016. She earned her J.D. from the University of San Diego School of Law in 2015. While in law school, Janelle was the Chief Student Comment Editor for the San Diego International Law Journal and was a James E. Spain Family Scholarship Recipient.
Janelle earned her M.B.A. in Accountancy from San Diego State University in 2013. In 2008, she earned her B.A. in Political Science from California Polytechnic State University.
